


Relict

by LizzeXX



Series: The Academic Series [8]
Category: Doctor Who, Doctor Who (2005)
Genre: Action/Adventure, Best Friends, Bonding, Canon Divergence, Canon Rewrite, Clara is conflicted, Danny's sort of a jerk, Drama, Embedded Images, Friends to Lovers, Friendship, Gallifrey, Healing, Hurt/Comfort, Impossible Girl, Kata - Freeform, Keta, Keta Twins, Keta are having a baby!, Keta share a brain, Marriage, Originally Posted on FanFiction.Net, Past Abuse, Past Child Abuse, Past Relationship(s), Past Torture, Pregnancy, Recovery, Romance, The Academic Series, The Last Great Time War, Theta/Kata, Time Travel, Weapon use, doctor who - Freeform, past trauma, series 8 rewrite, some violence, space travel, time lady - Freeform
Language: English
Status: Completed
Published: 2018-07-29
Updated: 2018-08-10
Packaged: 2019-06-09 03:34:22
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 13
Words: 231,732
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/15258519
Author URL: https://archiveofourown.org/users/LizzeXX/pseuds/LizzeXX
Summary: The Doctor and his Bonded, the Professor, have escaped Tenzalore with their lives, new regeneration cycles, and their unborn child surviving their 'Fall.' But with the Promised Land being sought and another woman vying for the Doctor's attention in the Nethersphere, what will become of the Time Lords? What of their child? Or…children?12/OCTime Lady





	1. Deep Breath

**Notes for the Chapter:**

> Back again! Lol :) With the Academic Series Series 8 ;) So, some of the basics, this is the eighth story of the Academic Series on this site, involving my OC/Time Lady the Professor (Kata). There are 7 stories before this one (Reunion, Recuperation, Relapse, Rebound, Revitalization, Remembrance, and Reproduction/Revelations (Revelations being the 50th special)) and they all really capture the history of the Professor and the Doctor's relationship and past, so I'd recommend reading them first for new readers :) This is also a Doctor/OC (pairing officially titled Keta) story :)
> 
> Some notes:  
> ~8~ is a scene break  
> ~/~\~ is a flashback (three per story)  
> 'italics' is the Doctor/Professor speaking telepathically
> 
> The Academic Series is based in the Doctor and Professor's POV, so some scenes will be missing but as this is based on the show, I'm going to assume we all know what's going on in the background ;) Any scenes like that which include references to the Doctor can be thought to also include the Professor too if the context fits :)
> 
> I won't be putting a quick description of the Professor's 12th incarnation just yet, because she hasn't selected an outfit by this point nor a hairstyle, so all I can say is she's tall, with black graying hair, and green eyes and that an actress that is similar to how I picture her is Demi Moore ;)
> 
> Disclaimer: I do not own Doctor Who...otherwise we'd have more answers to our questions...
> 
> And now...on to the story, enjoy! :)

"What do I do?!" Clara was shouting as she clung to the console, the TARDIS shaking and rocking and jolting about as they found themselves lodged in the throat of a T-Rex. She honestly didn't know how that had even happened. One minute they were crashing, then the Professor was taking charge and they stabilized, and then she seemed to burp out this odd golden-orange light and stumbled back like she was about to be ill, and then the DOCTOR took over and…

Ok, well, she DID know how it happened.

The Doctor had taken over piloting.

And then they ended up crashing into the Jurassic era, flying right into the mouth of a T-Rex as it was roaring up at them. She'd seen it on the monitor, it had swung over to her as the room tilted and turned. Her shouts about it had been what had pushed the Professor back onto her feet and had her running to the console to try and help. They'd disappeared into the Vortex, but she didn't know where they were going now.

"Just hold on!" the Doctor cried over the noise of the alarms and sparks going off on the console.

"And stay calm!" the Professor repeated.

"Have you ever tried staying calm in something that was crashing?!" Clara snapped.

"YES!" the Professor responded, making Clara wince. Her voice hadn't been snappish or irritated or angry, but just like she was stating a fact, which she was and Clara knew it. She was aware of the training that the Professor had gone through as an Academic on Gallifrey, how she'd been taken by the Time Lords and turned into a weapon, it was extensive. Of course the Professor would have been taught how to handle a crashing ship or things going mad around her. Adding onto the fact that those ships probably had windows that were closer and the Professor's fear of heights likely made for an even worse combination.

"Almost got it…" the Doctor grunted, at a lever, putting his full weight down on it as it locked, causing them all to fall to the floor in a heap when he managed to push it down and land them somewhere.

Clara panted, remaining still on the floor a moment, before she looked up. The Doctor and Professor had fallen facing each other, the Professor on her side, the Doctor on his stomach, the man reaching out to her hand instantly and helping her up slowly, moving her over to the steps to sit as he knelt before her, taking her head in his hands and eyeing her as though trying to make sure she was alright.

"Ok…" Clara breathed, pushing herself up as well, her nose wrinkling as smoke started to fill the room from the fires that had gone off around them, "Where are we?"

Her question was answered almost immediately by a knock on the door and a familiar voice calling, "Hello? Exit the box, and surrender to the glory of the Sontaran Empire!"

"Is that Strax?" Clara squinted at the door, waving the smoke away from her face.

The Doctor, however, just ran to the doors and threw one open, "Shush!" he snapped at the Sontaran, slamming the door shut and hurrying back to the Professor who seemed unsteady even just sitting there.

There was a pounding on the door again that made the Professor wince and rub her head, "Doctor?"

The Doctor rolled his eyes in irritation, dashing back to the door once more, "We were being chased by a giant dinosaur, but I think we managed to give it the slip."

"Doctor that isn't what happened," Clara began, stepping closer to him as he shut the door and made his way back to the Professor once again. She had asked them once, about regeneration, after the Time Tunnel when she'd seen the other versions of them, what it was, what it meant, how it happened, what could happen after it. She knew that amnesia and confusion was common, was a danger to happen, and she could see it now. The Doctor couldn't really remember what happened between Trenzalore and landing there. He knew there was a dinosaur, but he thought they'd been chased by it instead of landing right in its throat.

"Who was that?" the Professor wheezed as she massaged her temples.

The Doctor opened his mouth to answer, before blinking and, once again, running to the doors to look out at Strax, Clara now able to see the Sontaran standing there in his butler attire, "Sleepy?"

"Sir?" Strax asked, his voice mirroring the confusion Clara felt at that.

"Bashful?" the Doctor began to step out of the TARDIS, Clara rushing to the Professor's side as she tried to pull herself up and follow him, only to stumble and sway till Clara was able to stabilize her and help her over, "Sneezy? Dopey? Grumpy!"

"He's not a dwarf," the Professor mumbled, blinking rapidly at the change in light as they too stepped out of the TARDIS, "He's a Sontaran."

"Oh, and you two!" the Doctor rounded on Vastra and Jenny that Clara could now see were standing just a few feet away, it appeared they'd landed on the bank of the Thames, in Victorian London once more, "The green one...and the not-green one. Or it could be the other way round, I mustn't prejudge! Oh, you remember, er..." he pointed back at the TARDIS, snapping his fingers at Clara, "Thingy, the...er...the not-me one, the asking-questions one? Names, not my area unless it's the Professor," he looked over at her, "Alright there?"

The Professor nodded, reaching out to pat Clara's shoulder, "Clara."

"No, the Professor."

The Professor smiled slightly at that, "SHE is Clara."

"And you're the Professor."

"No, I was answering your…" the Professor burped out another golden cloud thing, waving it away along with what she was going to say, "Never mind," she grimaced a moment later.

The Doctor strode back to her, taking her head in his hands once more, lifting her face to look her in the eye, "What's wrong?"

"Are you snoring?" she asked him.

Clara could only look on, completely bewildered.

"No."

"Sounds like you're snoring. It's giving me a migraine."

The Doctor blinked at that before turning, "Oi," he called up to the dinosaur that was trapped by the river, roaring away, "Big man, shut it! You're giving my wife a migraine!"

"Big woman," the Professor corrected, "It's a SHE."

"You're the only woman I care about," he waved it off, not bothering to apologize to the large creature beside them that could very easily eat them all.

"Oi!" Clara frowned at that, "What am I, chopped liver?"

"You're a girl Clara," the Professor told her, and Clara wasn't sure whether to be offended by that, that she was being seen as a girl and a child to them instead of a grown women.

"Hey!" the Doctor rounded on the beast as it gave another roar that had the Professor wincing, "I said stuff it! Oh, what was that? You want a piece of me you overgrown lizard!"

"Doctor!" Vastra gasped, this time SHE was offended by the lizard remark.

Clara hurried forward, reaching out to the Doctor as he put up his fists, bopping around like he really was going to try and box with a dinosaur, "Doctor, listen to me. You...you need to calm down."

"I'm not flirting, by the way!" he ignored her, yelling up at the dino, "I've got a wife!"

Clara shook her head and looked at the Professor who was now leaning against the corner of the TARDIS, seeming very unstable on her feet, very pale and shaky, "Professor?" she stepped closer to her, reaching out to take the woman's arm, she was very cold too, "I think something's gone wrong…"

"It always does," she swallowed hard.

"Wrong?" that, for some reason, got the Doctor to turn around, striding over and tugging the Professor's arm out of Clara's hold, "What's gone wrong? Have you regenerated? There's nothing wrong with my wife, I'll have you know, she's perfect," he blinked a moment, squinting at Clara, leaning in to get right in her face, "I remember you. You're Handles! You used to be a little...a little robot head, and now you...you've really let yourself go."

"Oh shut up!" the Professor snapped suddenly as the dinosaur let out a loud roar, "Vastra turn the frequency down, will you?!"

"I'm sorry?" Vastra looked startled and confused.

"Your sonic lanterns trapping it, turn them down! You're giving her a headache and it's giving ME a headache!"

The Doctor just whipped out the sonic and held it up above him, the roar of the dinosaur starting to lower as he reset the frequency of the devices that were keeping the dino from rushing at them. He turned to the Professor, putting his fingers on her temples to massage them, "Better?" he rested his forehead to hers, wanting to help.

"How did she know?" Strax whispered to Vastra.

"Are you underestimating me soldier?" the Professor's head snapped up to look at Strax, frowning.

"No, ma'am!" Strax gave her a quick salute, jumping to attention, even after all this time, he and his Sontaran brothers still considered her an exceptional soldier and higher in rank. An insult to her would be dishonorable.

"Come on, Clara," the Doctor rolled his eyes at the Sontaran, "You know that we speak dinosaur."

"That's not Clara," the Professor told him.

He looked at her, "It's not?"

"He's not Clara," Clara agreed, moving to stand beside Strax, "I'M Clara."

"Well, you're very similar heights," the Doctor waved it off, "Maybe you should wear labels."

"Doctor…" the Professor suddenly reached out, grabbing his waving arm, "Doctor."

"What is it?" he looked at her, frowning deeply.

"I don't…" she mumbled, blinking rapidly, her words starting to slur as her free hand moved to her stomach, "I don't feel so…"

And before she could even finish, the Professor nearly fell forward, the Doctor's arms being the only thing that caught the unconscious woman before she hit the ground.

"Professor!" he shouted, slowly lowering her, moving to sit on the ground with her, "Professor!" he shook her, "Proffy!" he tried, before grimacing, "Oh that's rubbish…why did I ever call you…" he flinched, cutting himself off, breathing out a golden-orange cloud as well, watching it drift up above Clara, Vastra, Strax, and Jenny, and squinted at them, "Why...why are you all doing that? Why are you..." he seemed to struggle to speak, his grip on the Professor tightening even as his words grew softer, "You're all going dark...and wobbly, stop that!"

"I don't think we are," Clara warned him lightly.

"Never mind!" he shook his head, which only made him sway where he was sitting, as though the motion were making his entire body move, "Everyone...follow the Professor's example…take five."

Clara blinked as he promptly passed out, falling to the side, next to the Professor, the woman still held firm and safe in his arms as his world went black.

~8~

The Doctor was pacing before a bed that the Professor was lying on, the woman dressed in a white nightgown that Jenny had politely changed her into, the woman dead to the world as she slept on, oblivious to the Doctor walking back and forth across the bedroom he'd woken to find himself in, deaf to his shouting at Vastra while the woman stood, most unamused, before him.

"It's simply misunderstandable to me," he was huffing, "I don't know what it is," he gestured around the room, "Who invented this room?"

"Doctor, please, you have to lie down," Clara entered, holding the door open for Jenny who had two cups of tea on a small tray.

"It doesn't make sense!" he shouted, moving in front of the bed as though he were protecting the Professor from something, as though this was an utterly serious conversation about why bedrooms existed, "Look, it's only got a bed in it. Why is there only a bed in it?"

"Because it's a  _bed_ room, it's for sleeping in."

"Ok, what do you do when you're awake?"

"You leave the room," Jenny said slowly, truly not understanding at all why the Doctor was acting like he didn't know what a bedroom was for.

"So you've got a whole room for not being awake in? But what's the point? You're just missing the room!"

"Doctor, you and the Professor HAVE a bedroom too," Clara stepped cautiously towards him, "Remember? On the TARDIS? You've got a bedroom and a bed and it looks like this…"

"It doesn't look anything like this!" he countered, glaring at her and glancing at the mirror to the side of the room, pointing at it as though to warn them all away from it, "And don't look in that mirror, it's absolutely furious."

"Doctor, please, you have to lie down," she gestured at the bed, "You keep passing out."

"Well, of course I keep passing out," he rolled his eyes, throwing his arms in the air, "There's all these beds!"

"Yes, and the Professor is on one of them, right now," she tried to entice him with that, with his wife, get him to lie down beside her, "Don't you want to rest? Have a little nap with her?"

"I'll wake her if I just flop down on it!"

"You'll wake her if you keep shouting too," Jenny muttered.

The Doctor just frowned at them, looking between them with squinting eyes, "Why do you keep talking like that? What's gone wrong with your accents?"

"Nothing's wrong with our accents," Jenny defended.

"You sound the same," he whispered, stumbling back as though it were a horrifying notion, "It's spreading. You all sound all...English. Now you've all developed a fault!"

"The Professor sounds the same as us!" Clara yelled.

"No she doesn't," he frowned, "She sounds lovely. You sound all…funny! What is it with the funny accents!?"

Clara shook her head at him, half-throwing her arms out to the side in frustration, half tempted to wake up the Professor and let the woman deal with her husband, but she'd tried it before, twice. The first time the Doctor had gotten in her way, had kept her back, had actually looked at her as though she were some sort of threat to his wife, which hurt. But the second time, he'd been passed out and she'd just wanted to rouse the Professor because she'd slept through 2 other explosions of his and she was worried the woman might be in a coma or something. She really was hoping that it just meant that this version of her was a very, VERY deep sleeper, because the Professor hadn't stirred at all and, the fact that the Doctor wasn't freaking out about her still sleeping, had to mean that she was ok, right?

Vastra eyed the man a moment, adopting a Scottish accent reminiscent to the one he was currently speaking in, "Doctor, I need your help with something."

"Finally," the Doctor sighed, pointing at Vastra, "Someone who can talk properly."

"Are you having any difficulty sleeping?" Vastra stepped towards him, dropping the accent as she took his hands and led him to the other side of the bed.

"Oh…" the Doctor remarked, "Oh, well, I never bother with sleep, not real sleep, not unless the Professor gets her way, I just do standy-up-catnaps."

"Oh, really, how interesting. And when do you do those?"

"Well, generally whenever anyone else starts talking. I like to skip ahead to my bits, it saves time. Not the Professor though, I always listen to what she has to say, she's usually right and gets to the point faster than humans do. She's worth listening to."

"Do you know," Vastra sat him on the edge of the bed, "What she would say right now?"

"That the dinosaur is making a ruckus."

"That you should go to sleep," Vastra corrected.

"She wouldn't say that," he shook his head, frowning, starting to eye Vastra suspiciously, "She would say we should see to that bloody dinosaur."

"Well then," she gestured to the Professor, "You should wake her up then."

"Why would I do that?"

"So she doesn't miss the fun of dealing with the dinosaur. You know as well as I that she'd be rather cross if she woke up to find you off having an adventure without her."

The Doctor started to nod at that, "Yes she would," he began to reach out for her, when Clara stepped forward.

"But she's…" she began, about to say that the woman was pregnant and needed her sleep, that waking her might make her cranky and irritable and worse than the Doctor, but Vastra gave her a firm look to be quiet.

"Just…reach out to her mind, Doctor," Vastra continued, "Tap into your psychic link with her…"

The Doctor nodded, leaning back onto his left elbow, reaching his right hand across him to her face to brush a lock of hair behind her ear, before he pressed a finger to her temple…

And promptly collapsed beside her, half sprawled out across the bed, his head turned towards hers, his chin on her shoulder, his arms all squished beneath him and awkwardly lying on top of him, his legs hanging off the edge of the bed with only one touching the floor.

Vastra sighed and shook her head at that, the last thing the Doctor able to hear was her words, "I love monkeys, they're so funny."

~8~

Clara stood over the Time Lords, fussing with the blanket that covered them, standing guard in a way though she wasn't sure over what. She and Jenny had managed to get the Doctor onto the bed properly, hadn't been able to help but smile when, even as they shifted him, his head never turned away from the Professor but hers had turned more towards him. Even in sleep they were aware of each other. It was…odd, to look at them now, it had been even odder after they'd stepped out of the TARDIS and she'd been able to get a good look at them. Seeing the man in the purple suit had been disconcerting, even more so to see the Professor dressed in her white skirt and jean jacket, it was such a youthful outfit for a woman that was so much older than she had been. She didn't know how it had happened, how they'd both regenerated into someone older at the same time, like they knew what was coming and were trying to match each other. The Professor looked a tad younger than the Doctor, but her age was still apparent, in the gray wisps in her black hair, in the slight wrinkles that pulled at her cheeks and eyes and neck and hands, in the age she saw in the woman's eyes and how she carried herself. She had aged far more gracefully than the Doctor had, but she'd still aged.

She might even be able to get away with calling them Gramps and Gran now without people looking at her funny.

She'd handled this better than she thought she would, all of this, she half expected to freak out, to wonder how to change them back, to judge them. But she'd been in the time tunnel, she'd seen their other selves, she'd MET two of them for the Doctor and one for the Professor just recently. She KNEW they changed and couldn't change back. It didn't make it hurt any less that the ones that SHE knew were gone and only the older strangers remained. It hurt to know that they'd died and she'd never see them again unless the timelines went wobbly again. It didn't bother her that they'd changed, she was actually thrilled that they were still alive after hearing that they should have been at the end of their lives on Trenzalore, the end of their regenerations. She was just…it bothered her that they were dead in a way, that it happened so quickly. It would have been easier if they'd regenerated in their fiery blasts and morphed before her eyes, but this had been too sudden, just a blink and they were gone, had given her hope to see them the same and then for them to vanish.

THAT was what bothered her, but still…she was just so thankful that they were alive and going.

"It'll be alright," she murmured to the two of them, tucking the blanket up more, "You two just rest and…when you're ready, you wake up and…we'll talk."

She nodded to herself, stepping back and moving over to the window, looking out at the dinosaur in the distance, still roaring, but far less loudly than before.

"I'm…alone," Clara tensed as she heard the Professor murmur behind her and turned to look at the woman.

"What?"

"The world which...shook at my feet, and the trees…and the sky," the Professor breathed, her face scrunching more, "Have gone...and I am alone now...alone."

"Are you translating?" Clara moved back towards the bed to sit on the Professor's side, she really, REALLY hoped that the Professor was translating and not just talking in her sleep, if that was possible, did Time Lords really change their habits THAT much when they regenerated? She really hoped not, because she didn't want that to be what the Professor was dreaming, that she was alone, not when she was there with the Doctor, when they'd saved Gallifrey, she didn't want her to feel alone.

So, just to be safe, she picked up the Professor's hand and held it.

"The wind bites now..." the Professor continued, "And the world is grey...and I am alone here…" Clara frowned, watching as the Professor's face scrunched, her head turning to the side more, nuzzling the tip of her nose against the Doctor's, "Can't see him. Doesn't see him. But…I can…"

"Who can't see it?" Clara frowned at that, "I think all of London can see it."

"Boy?" Clara looked over as Strax appeared in the doorway, "Madame Vastra is waiting."

Clara sighed, nodding, knowing that Vastra was going to test her again, she had…vague memories of when she'd met the woman as the governess, remembered some sort of word test, but this was even more serious she knew, because Vastra hadn't had a chance to test the original yet, "Ok," she got up, following him out, "Whatever."

She cast one more look at the slumbering Time Lords, unable to help a small smile when she saw the Doctor shift slightly, his hand moving to rest on the Professor's stomach.

~8~

The Doctor jolted up in the bed, sitting up stiffly with a large inhale before his head turned to the Professor, checking on her first. He'd gotten a whiff of something, something he was deeply sure should have woken her but she was still sleeping. Her sense of smell was exceptional even on a bad day and he knew, with pregnancy, it would just get stronger, but there she was, sleeping away, not even stirring as he shook the bed in his abrupt awakening. He leaned over, resting his forehead to her temple, just wanting to take a moment to ensure she was well. The regeneration, getting a new cycle, it was turbulent and with the baby…he knew she had to be exhausted. He had spent 800 years on Trenzalore without her and he was loath to do anything that would risk losing her now. He just…he HAD to make sure she was alright, that they were all alright. He gently stroked her stomach, unable to feel their baby, it was too small, her belly had hardly even begun to bump yet and was largely still flat, but he liked to think he could feel it, hear it, connect to it even now. He breathed deeply, letting it out across her cheek as he realized she really was just tired from the regeneration. Each one was different, each affected them differently, and even though he'd spent 800 years trapped on a planet and growing older and weaker, she had to have been going out of her mind trying to get back to him, that stress, and then the battle, and then him dying, then her dying and the regeneration…it was a lot to ask of a pregnant woman.

"You rest, Kata," he murmured in her ear, pressing a kiss to her temple, before he got out of the bed, wincing and cracking his back.

He looked over at the window, able to hear the dinosaur still lamenting its predicament and rolled his eyes, turning to sniff around the room, trying to find what he'd whiffed before. His mind was racing and so cluttered with thoughts that he just needed an outlet. It was too active, he wasn't like the Professor. She could compartmentalize, organize her thoughts, shut them off and turn them away and bury them when she wanted or needed to. His mind was far too active and jumbled, while she could sleep, he needed a calm mind. And normally it would be holding her that would calm him, or other activities that would tire him out so much he drifted off, but that wasn't going to happen right now. He could hold her, but he was so afraid of waking her too soon, not wanting to risk what had happened when Rose had woken him before he was ready, he didn't want to put her through more pain. So he just needed something to do to get the thoughts out of his mind so it could calm and he could rest.

He was starting to feel his age now.

He grinned when his nose brought him to a radiator where a piece of chalk had rolled underneath. He turned, getting to his knees and started to write on the floor. Oh he knew the green one (or was it the not-green one? Which one was green anyway?) would be cross with him for marking up her floors, but it was chalk, it would rub away, and it wasn't like she'd understand what he was writing anyway. So he wrote, and wrote and wrote and wrote, till he'd covered almost every square inch of the floor…with the Professor.

He nearly chuckled at that, seeing sketching of her and things he remembered her saying to him, images of the Pika flowers she loved so much, a rendition of the Moment, her past incarnations and little facts he'd gleamed of her over the years…in Gallifreyan of course, he would not risk anyone reading those secrets but him. Especially not about where a rather uniquely shaped freckle had been on her last body, no that was for him to know and him alone.

He'd missed her, terribly, during the 800 years. He honestly and truly had NO idea how he'd managed to survive it. It was boring the first 300 years or so, more the enemies trying to sneak into Christmas and him thwarting them. But then the war had really started and, by then, it was running about and fighting off new enemies and so many other things that he hadn't had time to eat or sleep for the most part. But he had missed her, in every waking and sleeping moment, he thought of her endlessly, wondered if their child had been born, if he missed it, if she'd try and come back and trick him so she could stay with him. He'd had 300 years to think of how she'd react and to guess at what she'd do, it was quite probably the only way he'd been able to get her to stay away the second time, guessing what she'd do and preventing it. And then another 500 years without her had been utter torture.

And now he had her back, now they were together again and he was NEVER going to let anything separate them again…

Well, once she woke up.

He glanced over at the window, hearing the dinosaur roaring again, louder this time. He looked between it and the Professor, taking a step towards either, as though he were trying to decide which to go to first. Before he sighed and moved to the Professor's side, kneeling down to kiss her cheek, "You rest," he repeated, "I'll see to all this ruckus," he got up and looked at the door, "Door," he huffed, "Boring. Not me," and ran for the window, grinning as he opened it and looked up at the roof, at a pipe leading up to it, "Me!"

He looked over his shoulder at the Professor, making sure she was still sleeping, before he climbed out the window and up towards the roof. His wife was trying to sleep and that dinosaur was making an awful lot of noise and he would NOT have it.

Once he was up onto the roof, he looked at the dinosaur, "Oi!" he cupped his hands around his mouth to try and be louder, be heard, "Oi! Oi, overgrown lizard! Oi! Sorry. Sorry, it's all my fault. My time machine got stuck in your throat and my wife was in a bit of a bind to help. It happens. We brought you along by accident, that's mostly how I meet companions but that's not you though. Still, don't worry, I promise as soon as we're both right as rain we will get you home. I swear, whatever it takes, till then, if you agree to be quiet, I promise I will keep you safe. And you will be at home again."

The dinosaur bursting into flames before his very eyes was NOT something he expected to happen next.

"Stop that," he breathed, turning to look over his shoulder as though to ask someone something, "Who's doing that?" he winced, "No, no, she's sleeping," and turned back to the dinosaur, watching as it collapsed to the ground in a ball of fire, "No, don't  _do_  that!"

He frantically looked around, trying to find a way off the roof and to the ground, needing to investigate. Dinosaurs didn't just burst into flames which meant someone had done it to the creature and, given the time period, the only ones that could do something like that were those with alien technology. If someone was there with that sort of firepower…

"Firepower," he chuckled at the word.

…then he and the Professor were in great danger, or they might be, he wasn't sure but he wasn't going to risk finding out. THEY were the ones that brought the dinosaur there, it would only be a matter of time before whoever had done that to the beast came searching for who brought it there. He grinned as he caught sight of a large tree near the other corner of the house and took off for it, jumping off the roof and reaching for the branches…only to severely miscalculate and topple through the limbs of the tree, smacking branch after branch till his legs got caught up on one limb and left him hanging upside down from it.

"Good, good," he muttered to himself, "Very good."

Very good indeed that the Professor wasn't there, jumping off trees in her condition, not that he doubted she would have been able to make the jump. She'd probably have calculated the distance from the house to the tree and the speed needed and the height of the jump and what branch would be the best to grab and she'd have gotten down easy peasy…yes, best that she hadn't seen him falling through a tree and get stuck like this.

He'd never hear the end of it in the future and it really would be just ONE time this happened.

…on Earth.

Ok, so his experiences climbing trees on Gallifrey hadn't always been the best, still…they'd made the Professor laugh and that was always a plus.

He tilted his head to the side, the world finally coming into focus from his fall, allowing him to see a horse and carriage making their way towards him, upside down. Well they should really fix that, what good was a horse and carriage on the ceiling going to be?

"Halt!" he called, making the driver stop, "Sorry, I'm going to have to relieve you of your pet!"

"You're what?" the man on the driver's seat shook his head at the Doctor, looking at him as though he were mad.

"Shut up, I was talking to the horse!" he huffed and shifted, wiggling himself off the branch and turning so that he landed on the horse, sitting up on its back. He pulled the sonic out of his pocket, glad that he'd grabbed it and stuck it in the pocket of his dressing gown when he'd tried to escape before…and passed out. He flicked it on the reins, cutting the horse free with a cheer.

"What are you doing?!" the driver cried.

But he just spurred the horse on, "Forwards!" he grabbed the horse tightly as it reared up before taking off down the road, heading for the river, "Left!" he ordered, trying to direct the horse, but only ending up tugging the horse the wrong way, "No, no! Right, right, right, right! Sorry, it's my new hands, I can't tell them apart. They're not as dainty as the Professor's, not as interesting," he frowned a moment, "DOES she have dainty hands now?" he knew the last her had, she had dainty everything then, "Must find out…" he shook his head as the horse neighed, "No, no, you're right, after this. I'll examine her hands after this. Oi! Watch it on the corners," he cried as the horse took a sharp turn, nearly sending him flying off the back of it, "It's a bit slippery up here!"

He jerked back on the reins a bit more tightly than he intended, making the horse whinny in discomfort, but it stopped just at the edge of the bridge, allowing him to hop off and stumble towards where the dinosaur had burned up. He hopped onto the edge of the bridge, looking across the way, watching the remains of the dinosaur, the flames only just starting to grow dimmer.

"Sorry," he whispered to it, "Sorry. I'm sorry, sorry, sorry."

"Doctor!" he didn't even look back when he heard Clara shout out, having glimpsed a carriage chasing after him, recognizing it as Vastra's, it wouldn't be long before they had come to investigate themselves, he'd just gotten there first, "What's he doing here?"

"There is trouble," Vastra replied, "Where else would he be?"

"What about the Professor?" Clara began looking around, as though the woman would pop out from nowhere.

"Oh she's sleeping," the Doctor rolled his eyes at her, "You think I'd wake my wife up, my pregnant wife, my pregnant newly-regenerated wife, up from sleep when she needs it? I might be a madman but I'm not  _that_  mad."

Clara shook her head at that, trying to take a step closer to where he was, to see the dinosaur more, "What happened?"

"She was scared," the Doctor murmured, "She was scared and alone. We brought her here and look what they did."

"Who or what could have done this thing?" Vastra shook her head, it was too much, she and the others had been monitoring London in their era, keeping tabs on any sort of alien tech, nothing had come up.

"No," the Doctor slowly shook his head.

"I'm sorry?"

"No," he continued, "That is not the question. That is not where we start."

"The question is how," Strax tried to nod, more bowing his entire body up and down instead, "The flesh itself has been combusted..."

"No, no, shut up!" the Doctor snapped, "Proffy tell them to shut up," he winced, "Professor…" he winced again, she was sleeping, he had to remember that, he HAD to remember that. Because if he didn't remember that the Professor was sleeping, his mind would drift to his time in Christmas, he'd start to think that she was off somewhere and he was alone again, without her. Or worse, he'd start to think that the second regeneration cycle that she'd been given was just a dream and she'd died on that battlefield. No, he HAD to remember that she was still there, just sleeping, "What do you all have for brains, pudding? Look at you," he glanced back at them, "Why can't I meet a decent species? Planet of the pudding-brains!"

Clara almost scoffed at that, though she had to admit she was curious what the Professor would say if she were there. The woman had told her that she and the Doctor had always loved humans, saw them as the most indomitable and outstanding species, if the Doctor could change to that opinion, what of the Professor? She shook her head, now was not the time to wonder or feel offended, not when she knew that the Doctor wasn't in his right mind just yet…and especially not when he was still standing on the bridge ledge, "Doctor...I know you're upset, but you need to calm down and talk to us. What is the question?"

"Can't you tell?" he turned, Clara gasping silently as he nearly seemed to slip but caught himself so quickly she wasn't sure if he meant to do it or not, "Has the Professor not taught you how to use your eyes yet? Notice everything Strax!"

"I'm CLARA!"

"A dinosaur is burning in the heart of London," the Doctor continued, ignoring her, "Nothing left but smoke and flame. The question is...have there been any similar murders?"

Vastra blinked at that, "Yes! Yes, by the Goddess, there have!"

The Doctor looked over, frowning when he noticed more and more humans had gathered around, up and down the Thames, staring at the dinosaur and the flames, "Look at them all," he muttered, Clara frowning when she saw him jerk his head over his other shoulder, as though expecting the Professor to be there, "Gawking!" he looked down a moment, forcing himself to remember the Professor was back at Vastra's, so he rounded on them again, "Question two. If all the pudding-brains are gawking...then what is he?" he pointed over towards the gathered humans, only one of them just walking past the river's edge, not even glancing over, not even curious.

"He seems remarkably unmoved by the available spectacle," Vastra frowned.

"Do you think that's whoever..." Clara began.

But the Doctor didn't bother to hear the rest of her question, just jumping off the bridge and into the water.

"What he's doing?" he heard Clara shouting, able to glimpse her leaning over the edge of the river to watch him, "He'll drown!"

"I very much doubt it," Vastra remarked.

He rolled his eyes, as though he'd drown, HE had been the one to teach the Professor to swim. And, thinking of her, he swam harder, he had to solve this and quickly, it was…intriguing and while he wanted nothing more than to solve this mystery with the Professor, he wanted her to sleep more, he wanted her safe, and he wanted to be with her.

So the sooner he worked out what was going on, the sooner he could return to his wife.

~8~

The Doctor was sifting through rubbish that was scattered around an alley just as the sun was starting to rise, still in his nightshirt, pausing only when he found a mirror. He quickly picked it up and looked at himself, curious what the new him looked like, "Really?" he muttered, "Is THAT it?" he nearly grimaced at the sight of him, old, wrinkly, bushy eyebrows…

He could still remember the Professor, what she looked like, tall, timeless, still remarkably tempting, her hair only just starting to go gray while his was all gray and curly. Her hair was long, very long, had grown almost to her mid-back last he saw of it. And her eyes, they were green, he remembered that, the first thing he saw, her green eyes and his…they were blue, too blue. Yes, it was possible to be too blue. They were too pale, made him look owlish. And his eyebrows, really, did they HAVE to be so bushy while hers were so delicate? And the wrinkles, he looked like an old man while she would forever be a timeless beauty. How would she even be able to look at him, kiss him, when he looked like that?

He tossed the mirror away, this new him…was more cynical wasn't he? He knew that wouldn't happen, the Professor loved him, had loved every version of him even when he'd been an old man before. She hadn't looked at him any differently on Trenzalore when she'd seen the last old him. And when they regenerated, she hadn't looked at him any differently either so it was utter poppycock to think she'd turn away from him just because he got old. The Professor wasn't like that, and they were married, and they were going to have a child together…

He let out a sigh at that, he could just imagine what the humans would say, seeing an old couple with a baby, probably think they were babysitting their grandchild. Well that was their problem, his child would love them both, he was sure of it. If the Professor had aged as the Master had made him on the Valiant, he would still think she was the most lovely woman to grace the planet and consider himself lucky to be the one she loved. He knew it was the same for her, she loved him, not his body (though he was sure being attractive and youthful helped) but she loved HIM, all of him. So…that probably included his body as well.

He spun around, hearing a small crash to see a tramp had stumbled upon him, had tossed his bottle to the side, "Bitey!" he pointed at the man.

"Bitey?" the fellow frowned.

"The air...it's bitey, it's wet and bitey."

"Oh, it's cold!"

"That's right," he cheered, "It's cold! It's cold, I knew it was a thing. Good thing the Professor stayed back then, it's TOO cold," he moved to walk towards the rubbish lying around, examining it again, "Yes, I'll just have to tell her that when she wakes up. Oh she'll be furious, no doubt about that, she loves a good adventure, but I'll just tell her it was too cold out for a pregnant woman to be walking about in in her night clothes," he tugged at his own nightshirt and then spun to the tramp, "I need, um...I need clothes. I need clothes, that's what I need," he rubbed his neck, "And a big, long scarf. Maybe the Professor could make me another?" he looked at the tramp, as though waiting for an answer, before he grimaced, "No, no, move on from that, it would look stupid on me now, no I'm not a scarf man. The Professor though…" he paused to consider it, how she'd look with a scarf on, but he was biased, she'd look good in twigs and mud, "No," he shook his head, "No making a new scarf, no…pointy things, no pointy, sharp needle things in the hand of a trained weapon/hormonal pregnant woman," he spun to the tramp again, "Are women that dangerous this early in a pregnancy?"

"What?" the tramp just stared at him.

"Have you seen this face before?" the Doctor asked, dead serious, as though he had asked THAT question instead this entire time."

"No…"

"Are you sure?" he leaned in closer, getting right into the man's face.

"Sir, I have never seen that face," the tramp stepped back.

"Right, why am I asking you anyway," the Doctor scoffed, "The Professor's better at faces anyway. SHE'D know. It's just funny, because...I'm sure that I have. You know, I never know where the faces come from. They just pop up. Zap!" he turned, flashing his palms out at the tramp, making him jump, "Faces like this one. Wonder where she gets her faces from," he paused to consider the Professor, he couldn't recall ever having seen her faces though, not somewhere else. But he shook his head and reached out to grab the tramp, tugging him over to the mirror he'd found before, "Come on, look at it, have a look, come on, look, look, look. Look, it's covered in lines!" he poked a wrinkle, "But I didn't do the frowning. Who frowned me this face? It wasn't the Professor, she was all smiles. Maybe it was the other me, the last me," he hummed, "He was frowny all the time, except when the children came round, missed the missus," he added, explaining more to the tramp but only serving to make the man think him more bonkers, "800 years without the wife does make one a frowner. Do you ever look in the mirror and think, 'I've seen that face before?'"

He didn't know why he couldn't let it go, but the face staring back at him was just too familiar.

"Yes?" the tramp asked hesitantly, unsure of the mental stability of the man that was gripping his arm.

"Really? When?!"

"Well, every time I look in the mirror."

"Oh, yes, yes, yes, fair enough," the Doctor nodded, "Good point. My face is fresh on, though," he argued, "The Professor's is even fresher, less liney, more smiley…is it smilely? Was she smiling?" he couldn't quite recall, it had been crashing and running and sleeping for the most part. He liked to think she was smilely, hoped she was, hoped HE could make her smile, "But why this one?" he started to think, the tramp taking his distraction to try and slip away, "Why did I choose... _this_  face? DID I choose this face or did this face choose me?" he turned and started to walk after the tramp, "It's like I'm trying to tell myself something, like I'm trying to make a point. But what is so important that I can't just tell myself what I'm thinking?"

"Er…"

"I'm not just being rhetorical here, you can join in," he told the man, before waving him off, "Never mind, you're not the Professor, SHE would get the point. She would know…she'd know what's so important and she'd tell me exactly what I'm thinking! I should go find her," he turned to start off but then spun around, back to the tramp, "Do you think she'd like it?"

"Like…what?"

"The face!" he gestured at himself, "What do you think?"

"I don't like it?"

"What?" he frowned.

"Your face."

"Well, I don't like it either," he sighed, "The Professor won't either, will she?" he turned back to the mirror, examining himself, "Well, it's alright up until the eyebrows. Then it just goes haywire. Look at the eyebrows! These are attack eyebrows! You could take bottle tops off with these! Ooh," he smiled, "Maybe she'll like the eyebrows, powerful eyebrows," he started to nod, "Strong ones…not delicate."

The tramp eyed him oddly, trying to make his way further back, complimenting him, "They are mighty eyebrows indeed, sir."

"They're cross!" the Doctor continued, "They're crosser than the rest of my face. They're independently cross. They probably want to cede from the rest of my face and set up their own independent state of eyebrows," he straightened, a thought hitting him, "That's Scot...I am  _Scottish_. I've gone Scottish?"

"Oh, yes, you are," the tramp nodded, "You are definitely Scots, sir. I...I 'ear it in your voice."

"Oh, no, that's good," he started to smile, "Oh! Oh! It's good I'm Scottish, I'm Scottish. I am Scottish. I can complain about things, I can really complain about things now! Though…" he frowned, "Best keep that light around the wife, don't want to complain about her, not that I could, she's absolutely perfect. Still…pregnancy," he paused, considering all the things that might happen in the next few months. He only had one experience with pregnancy, the Professor's cousin, his wife…and it had been a nightmare, an utter, absolute nightmare and, while he doubted the Professor would EVER be as bad as Mayra, still…you never knew with pregnancy, and even now with regeneration. He was sure buttons would be pushed and tempers might flare, especially if he was, in fact, Scottish now, but he couldn't imagine complaining about any of it, not when it meant he'd have a child at the end of it, a child with the Professor, with his Bonded, "Give me your coat," he rounded on the tramp, his entire line of thought changing now.

He should NOT have left the Professor alone with only Clara, Vastra, Jenny, and Strax to protect her. Oh he was sure she'd be able to hold her own even in the middle of sleep, but HE wanted to be there, HE wanted to protect her. He felt it now…he felt that…instinct, he could feel something changing in him, a sort of…length he would go for her and their child extending. For so long, the Professor had protected him, been the strong one, or tried to be, been the one with the quick draw and the reacting faster, but she was pregnant now. He knew it would make her all the more protective, but this time it was HIS time, it was HIS duty and his desire to protect her, to REALLY protect her. He wanted to be there for every single second of this pregnancy, and HE wanted to be the one to keep her safe…

And he'd left her with the pudding-brains.

"No," the tramp frowned, pulling him from his thoughts.

"I'm cold," he stated, as though it explained his need to take the man's coat.

" _I'm_  cold!"

"I'm cold," he repeated, "Well, there's no point in us both being cold, give me your coat. Give me your coat!" he reached out, about to grab the coat in question, before he spun around, "No, wait. Shut up, shut up! Shut up! I missed something," he breathed, the thought hitting him in the gut, before he let go of the coat and hurried back up the alley, "It was here, it was here. It was...what was it I saw, what did I see? Ooh, Professor never should have left you there, you'd see it first…keen eyes," he muttered, before his eyes fell on it, "Ah ha!" he grabbed a newspaper and held it up, "This is what I saw! Spontaneous combustion!" he pointed to the headline, 'Fourth Case of Spontaneous Combustion.'

"What devilry is this, sir?" the tramp shook his head, completely confused by what was going on before him.

"I don't know," he eyed the paper, "But I probably blame the English."

~8~

The sitting room of Vastra's large home was quite busy come the next day, near lunch time. Strax was pouring tea while Clara and Jenny studied a map, and Vastra examined a newspaper, holding it up before her, trying to spot something, anything, that would help them. Clara had come running in while she and Jenny had been trying to work out the dinosaur's mysterious spontaneous combustion, along with a handful of other similar cases, ranting about a newspaper ad…one that was addressed to 'the Impossible Girl.' She claimed it HAD to be from the Doctor somehow, a clue where she should meet him because he'd gone and disappeared on them, leaving them to guard the slumbering Professor who was still upstairs in a dead sleep.

"There appears to be nothing of significance in the rest of the newspaper, not even in the agony column," Vastra sighed, turning to look at Jenny and Clara more clearly even while she held the newspaper up.

"We can't know it's from the Doctor," Jenny remarked.

Clara however, shook her head, "Of course it's from the Doctor," she made her way over and pointed to the ad, "The Impossible Girl, that's what he and the Professor call me!"

"He says lunch," Vastra tilted her head, eyeing the paper as Jenny joined them as well, "But not when or where?"

"'On the other side?'" Jenny frowned at that, there really wasn't much to it, just a note for the Impossible Girl to come to lunch on the other side, and that was it, "The other side of London? Bit vague."

"The other side of regeneration, perhaps, once he's recovered?" Vastra offered.

"So what am I supposed to do?" Clara huffed, "Guess where we're meeting?"

"Or you could use your eyes," a voice called, a slightly deeper voice than Clara was used to, a bit more of a rasp to it, "And notice everything."

"Professor!" Clara gasped, seeing her standing there in her nightgown, a small shawl draped over her shoulders as she clutched it to her. She still looked a bit unsteady on her feet, but hopefully that was just from waking up. She'd slept soundly through the night and it was near lunch now, she had to be nearly through her regenerative cycle by now, more settled, more stable…or so she hoped.

"You have worked out the other side?" Vastra inquired, knowing that, in any incarnation, the Professor would not likely want attention on her weaknesses but on something else.

The Professor nodded and slowly entered the room, yawning slightly, almost like she was bored, and stopped across from Vastra and the others, the paper between them, "The other side of the paper," she pointed to a spot on the paper through which she could just about see 'the Impossible Girl' written above it.

Vastra quickly pulled the paper back, twisting her arms to look at the back of the paper and turning to catch the light, allowing all three women to spot what the Professor had.

"Mancini's Family Restaurant!" Clara spotted, "That's where he wants to meet!"

The Professor blinked as she caught sight of a small time listed on the actual Impossible Girl ad and nodded, "And it appears we have to hurry or we'll miss him."

"We?" Clara pulled the paper down to look at the Professor who nodded, "Are you sure?" she asked hesitantly, "You just slept for a while and you passed out and you're pregnant and…"

"And my husband is off running around London on his own," the Professor cut in, matter-of-factly, crossing her arms, "HE has never had the best reaction to regeneration. Lord knows what he's gotten himself into while I was sleeping, which," she added, "I am none too pleased he didn't wake me for…"

Clara had to smile at that, recalling how Vastra had used that excuse to get the Doctor to sleep in the first place.

"And besides," the woman shrugged, turning to make her way out of the room, "I'm pregnant. I'm hungry. I could do with some lunch."

~8~

"Mancini's," the Professor nodded as she and Clara stood across the street from the restaurant, Clara with the newspaper in hand.

The Professor wriggled a bit in her period outfit, one that Vastra and Jenny had insisted she wear so as to blend in and not alert whoever it was that had attacked the dinosaur to spot her. She'd been a bit putout that the dinosaur had apparently died and she'd slept through it…and even more so to learn that the Doctor had decided the best course of action was to jump in the river. But she'd agreed in the end to dress the part. But the dress was a bit too snug for her liking. Vastra and Jenny were both very slim women and, even though she wasn't quite showing just yet, her body WAS changing and it made the already tight gown feel even more confining. It was more incentive to get this over with and solved so she could get out of the offending garment and actually pick clothing she'd enjoy.

"Do we just go in?" Clara wondered.

But the Professor was already off, crossing the street and heading for the doors, making Clara roll her eyes and dash off after her. At least that was still the same, the Professor going head first into danger, though this time it was more a controlled walk than a giggling half-skip/half-run for it. The woman came across, from what she could tell as more…of an adult than her last self. But, granted, the woman had only been awake all of a half hour so far, she couldn't really say what she might be like once it had all settled.

The restaurant was rather posh but also quite quaint, very silent as well, no one conversing or making any other noise which seemed to put the Professor on edge as she eyed the people intently from where the host stand was. But when no one came to seat them, they entered and moved to a free table in the back, well, the Professor picked the one in the back, it gave a full view of the restaurant and there was nothing behind it to sneak up on them. It was a tactical observation point, or that was what Clara assumed the Professor would have called it had she said anything between entering and sitting down at the table. They reached out and picked up the menu, Clara a bit shocked that the Professor was actually intently reading it despite the fact that it would give her an opportunity to observe the others over the top of it like she was trying to do.

It appeared she really WAS hungry.

Clara frowned a moment later though, sniffing as a rather rank smell drifted over to her.

"You jumped in a river, all clean, and decide to put THAT on?" the Professor put her menu down and turned to the Doctor who had dropped into a seat beside her, the Professor in the middle of them, pulling a napkin off the table to press to her nose and mouth.

Clara opened her mouth to ask her what she meant, before the full force of the smell hit her and she began to wave her menu under her nose to waft it away.

"What's wrong?" the Doctor frowned at them, reaching out to put a hand on the Professor's free one as it rested on the table.

"You stink," the Professor told him.

Clara choked on a laugh, still blunt as ever she was, though then she noticed the coat the Doctor was wearing was soiled and worn, "Where did you get that coat?"

"Er...I bought it," he offered.

"From where?"

"Er, a shop."

"You took it off a tramp, didn't you?" the Professor gave him a look.

"I did not," he defended.

"Then with what money did you buy it?"

"I bartered it."

"For what?"

"A watch."

Clara shook her head sensing less of a flirty nature to their back-and-forth and more of a sort of…domestic feel to it, "That watch was beautiful," she cut in, trying to stem it off.

She knew they might be different now, but she was rather sure that there was no way in all the different versions of hell in all the universes and other dimensions that the two Time Lords would just STOP flirting the way they did. They were too…TOO flirty, that would never change, she was sure of it, they'd start all domestic, bit of a husband/wife spat and it would somehow end up twisted into a flirt, she knew it, she could FEEL it coming, she just could. She didn't doubt they'd go on about how they shouldn't have bartered it because they had a wardrobe in the TARDIS, and the Doctor would comment on how SHE had dressed up, and she'd say it was borrowed not purchased, and he'd come up with some line that they should have bought it because it was lovely on her, and she'd respond that his coat looked horrid on him, he'd pout, and then she'd amend by saying something else on him was adorable or what not and…

Oh dear god…were they going to do the adorable old-people flirty thing?

Her Gran, when her grandfather had been alive, she had never seen two people flirt as much as them, and even more because they were old and they had all sorts of memories to flirt through and because they never knew if the next day or next word was going to be their last and they wanted it to always be a good and kind thing to say that made them smile and…

They were, weren't they?

They were going to do the old-people flirting.

"It was my favorite," the Doctor nodded.

"You swapped your favorite watch for that coat…that's maybe not a good deal."

The Doctor shrugged, "Better deal than trading my favorite person," he smiled at the Professor.

"I doubt you'd be able to get much for me," the Professor countered.

"The entire Universe would be the only thing that would suffice…" he curled his hand around hers on the table, "And even then I wouldn't make it."

The Professor smiled at that, "I wouldn't trade you for anything either."

Oh…dear…lord…they were SO going to do the old-people-flirty-thing.

"Hello," the Doctor smiled at the Professor, taking her in, finally being able to get a good look at her. But he frowned a moment later, "What are you wearing?"

The Professor groaned and nodded, "I know, it's horrid."

It was a sort of dark orange corseted top, long sleeved with slightly poofed shoulders, a tight waist that had a skirt with a bit of a hump to it. There was a white button up shirt under it, ruffled around the chest and neckline and pinned closed with a white sort of ascot thing. It was thick and made of wool, and just…utterly hideous…but apparently it was the fashion of the time. Her hair had been yanked and pulled up into a slick bun of sorts, but with strands curled near the sides of her head, sticking out like wisps, and irritating her. She was quite sure that Strax (she had NO idea why the women would trust the Sontaran to touch hair when he didn't seem to know what it was) had pulled her hair so tightly into its styling that she was getting a headache from it.

"Brings out your eyes though," the Doctor tried to amend.

"And that coat…does NOT bring out your charm," the Professor grimaced, "It reeks."

Clara had to smile at that though, the coat really WAS rank. But then she saw the Doctor point across the table at her with a grin and her eyes widened, "No, no," she shook her head, leaning in to hiss at him, "Don't, don't...don't, don't smile. I will smile first and then you know it's safe to smile."

"Are you cross with us?" the Doctor frowned at her.

"Yes," the Professor told him, Clara had been…oddly silent on the way over, not normal for the overly-talkative girl.

"I am not cross," Clara argued, "But if I was cross it would be your fault and...yes, I am cross. I am extremely cross."

"Is it because we changed our faces?" the Professor glanced at her.

Clara shook her head, "I would be cross if I wasn't cross!"

That seemed to mystify the Doctor, "Why?"

"Why?" Clara scoffed, "An ordinary person wants to meet someone that they know very well for lunch, what do they do?"

"Well, they probably..." he trailed off, "I don't know."

"You've never asked someone to lunch before?" Clara gave him a disbelieving look at that.

"Not recently," he remarked, reminding her it had been 800 years for him since he was able to see them, "And before that…have you met my wife?" he gestured at the Professor, "What use would I have to ask anyone but her to lunch and we don't really do the asking thing…"

"Speaking of not doing the asking thing," the Professor cut in, "Your coat, Doctor," she gave him a pointed look.

He frowned a moment, not entirely sure what she meant, before his eyes widened and he quickly tugged it off and tossed it away, as far as he could, "Better?" he reached out to touch the hand by her mouth, slowly lowering the napkin from it.

She breathed deep, "I can still smell it…but better, thanks."

"See," the Doctor pointed at Clara, "No need to actually ASK."

And he was SO relieved that was still there, that he still understood what she was asking and saying without her needing to vocalize it fully. He'd tried to keep her in mind during the 800 years, go over everything he remembered of her, everything he knew, keeping her most fresh in his mind…because he hadn't wanted to give her up, not like that, he hadn't wanted to lose a single memory of her. To know that he could see her again and still feel like they'd only just spoken (if he ignored the crippling pain in his heart when he thought about how it really had been 800 years without her) made his hearts soar. He supposed it was practice after all, he'd spent centuries without her between separating from her cousin and finding her again, only catching glimpses of her and then reunite and end up Bonded. If he could do it once, he could do it again, though this time they'd reunite and have a child together.

Still…just because he'd survived it twice, he was NOT willing to risk it a third time. This was it, the two of them, starting from their first bodies all over again, as it was meant to be, the two of them together.

"Fine," Clara huffed, "Well in the context of a NORMAL, non-Time Lordy telepathy thing, what would you do when you want to meet up for lunch?"

The Doctor was silent at that.

"Oh my god, you really have NO idea do you?"

"You'd get in touch and suggest lunch," the Professor answered.

"Yes," Clara nodded, before focusing on the Doctor again, it was HIS message after all that had gotten them there, HE was the one who had run off on them, "So what sort of person would put a cryptic note in…in a newspaper advert?"

"Well, I wouldn't like to say…" the Doctor began.

"Oh, go on, do say."

"Well, I would say that that person would be an egomaniac, needy, game-player sort of person."

"Thank you," Clara exhaled, "Well, at least that hasn't changed."

"And I don't suppose it ever will."

Clara managed a smile at that, "No, I don't suppose it will either."

The Professor shook her head at them and picked up her menu once more, though this time keeping her gaze just above it at the others in the room. Neither Clara nor the Doctor actually had any idea what they were both talking about, did they?

"Clara, honestly..." the Doctor looked at the girl, "I don't want you to change. It was no bother, really. I saw your advert, I figured it out, happy to play your game."

"No," Clara shook her head, "No...no,  _I_  didn't place the ad. You placed the ad."

"No, I didn't. "

"Yes, you placed the ad, and the Professor figured it out! Impossible Girl, see, lunch?" she grabbed the paper and held it up to him, the Professor leaning back in her seat to allow them to talk while she carefully examined the people there, not about to get involved in this.

"No, look," the Doctor sighed, tugging the paper out of Clara's hand to show her the ad, "The Impossible...that is a message FROM the Impossible Girl."

"FOR the Impossible Girl."

But really, this was probably going to go on forever and if she was to be a mother she should probably work on stopping bicker-matches, " _Neither_  of you placed the advert."

"What?" both Clara and the Doctor turned to her.

"This paper," the Professor picked it up, placing her menu down, "Everything printed in it was done prior to last night, it couldn't have been either of you, at least not now. Perhaps in the future but…"

"Hang on," Clara cut in, turning on the Doctor, "'Egomaniac, needy, game-player?'"

"That means this could be a trap," the Doctor ignored Clara, focusing on the Professor.

"That was me?!"

"Oh I think it is," the Professor agreed, subtly nodding at the patrons of the restaurant, making the Doctor look over at them, stiffening as he too saw what she had.

"You were talking about me?"

"Clara, what is happening right now in this restaurant to you and me is more important than your egomania," the Doctor cut in.

"Nothing is more important than my egomania!"

"Right, you actually said that."

"You never mention that again!"

"Oi, children!" the Professor cut in again, her voice a low hiss, "Focus…we ARE in danger, right now."

"What?" Clara looked at the Professor. THAT was different, the woman actually sounded serious, actually sounded like she didn't want to be in danger at the moment. Usually she and the Doctor were so excited for it, ready to rush into it, laughing and flirting in the face of it…but right now she was serious. She nearly had to force herself to remember that the two Time Lords had regenerated, they were meant to be different now…still it was disconcerting.

The Doctor reached out and plucked a single hair from his head and held it up for the three of them to see.

"What are you doing?" Clara whispered, "And that isn't the only grey one, if you are…er…having a cull."

"What, do you have a problem with the grey ones?" the Doctor looked at her.

"If I got new hair, and it was grey, I would have a problem."

"My hair's a bit grey," the Professor looked at her again, "Problem with that?"

"Well…"

" _I_  don't," the Doctor spoke, making the Professor turn back to him, he reached out a hooked finger, locking a strand around the small curl by her face, seeming rather frowny that the hair wasn't down. At least that hadn't changed, he still seemed to love her hair.

The Professor smiled, reaching up a hand to run her fingers through his shorter hair as well, "Neither do I," she sighed, "But your hair is too short to make it visible to Clara," she remarked, plucking a hair from her own head to hold up.

"What ARE you two going on about?" Clara shook her head, she was used to them not telling her everything, but they usually explained more than this. It was almost like they'd forgotten she was there.

"We're trying to measure the air disturbance in the room," the Professor told her, dropping her hair, the three of them watching as it fell straight down, landing on the table with a light curl.

The Doctor nodded at that, his gaze drifting to the other patrons as well, watching them, noting how they were moving, mechanically, lifting spoons to their mouths, bringing napkins to their lips, pulling teacups closer to them…without actually doing anything. They weren't eating or drinking or even releasing, just going back and forth like they were on repeat.

"There is something extremely wrong with everybody else in this room," the Doctor murmured, "Everybody but the Professor."

"Mmm, basically, don't you always think that?" Clara quipped, trying to tease, trying to get that familiar joking between them all again.

But the Doctor was silent and serious and grim, as was the Professor who reached out to touch her arm, "Look at them, Clara," the Professor whispered to her.

"Don't look!" the Doctor shouted as Clara turned her head to peer at the others.

"The Professor just said to look!" she huffed.

"Look without looking!"

"Use your eyes," the Professor agreed, picking up one of the menu's pointedly, giving Clara the idea to lift hers as well, "Notice everything."

Clara frowned but picked up the menu once more, "They look fine to me. They're just eating."

"Are they?" the Doctor scoffed.

"Ok…" Clara breathed, finally seeing it, seeing how everyone else was lifting the food to their mouths but not actually eating, just jerking back and making the same motions, "No. No, they're not eating."

"Which is rather pointless," the Professor sighed, "They've all got food, but aren't eating, meanwhile I'm starving."

"I'll make you a 10-course dinner when we get back to the TARDIS," the Doctor promised.

The Professor hummed at that, "CAN you cook?"

The Doctor blinked at that, "I have no idea," he admitted, "Suppose we'll find out then."

"We have to get out of this first."

"Yes, yes, how to do it…"

"Can't we just rush out?" Clara shook her head at them, honestly not sure what the whole issue was, no one in the room was really moving, they could be quick and get out.

"No Clara, we can't," the Doctor told her, "Because something else they're not doing," he reached out and quickly plucked a hair from Clara's head this time, letting it drop straight down again, "Breathing," he added just at the end, making the hair move.

Clara stiffened at that, looking out at the people, not sure exactly what it meant for them. Were the people robots, or corpses, or some sort of alien that breathed something other than oxygen? She didn't know, but she did know that the Time Lords were focused and when they focused it was because the danger was pressing, "What do we do?"

"I'm going to say not eat," the Professor sighed, sliding the menu away from her, her hand moving over her stomach, the Doctor dropping his onw over hers, his thumb stroking the skin on the back of her hand even though he kept his gaze on the patrons.

"How long before they notice that we're different?" Clara whispered.

"Not long."

"Anything we can do?"

The Doctor hummed, "How long can you hold your breath?"

Clara gave him an unamused look at that, "We could just  _casually_  stroll out of here, like we've changed our minds."

"Happens all the time," the Doctor agreed, looking at the Professor who nodded.

"Course it does," Clara smiled, the three of them standing up…

Only for every other person in the room to do the same.

They looked at each other and tried to take a step away from the table, but the other patrons moved towards them instead, the same thing happening with their next step as well.

Clara sighed, looking at the Time Lords, "We could...take another look at the menu," she offered, the three of them quickly sitting down, the patrons mimicking them as well, resuming their tasks while the trio picked up the menus, "What are they?"

"Robots," the Professor answered promptly, assessing them with her eyes, they held themselves too much like the Pilot Fish, like robots.

"Better question," the Doctor frowned over his menu, "What is this restaurant?"

"That…I don't know," the Professor frowned.

"Can't you do that scanning hand thing?" Clara glanced at the Professor.

"On an entire restaurant?" the Professor shook her head, thinking of her Academic-trained ability to scan objects with just a touch, "It would take too long, hours to get a schematic of the whole thing…"

They looked up when a waiter approached their table stiffly and just…stood there, staring at them, not breathing either.

"Er...no sausages?" the Doctor tried to buy time, "Do you...and there's no pictures either. Do you have a children's menu?"

"Bit early," the Professor mumbled to him, her hand still on her stomach, feeling his tensing on hers, knowing he didn't want the waiter, want any of the others to be this close to her.

The Doctor frowned more when the waiter just held up a pen at them, a light shining out of it as it scanned him, better him than the Professor, he wasn't going to risk any odd alien tech causing radiation on his child or her, "Any specials?"

"Liver," the waiter stated, its voice entirely too flat to be normal.

"I don't like liver."

The Professor, though, hummed at that, "Liver and strawberries would be lovely."

Clara grimaced at that, not expecting the odd cravings to be that…odd.

"Spleen," the waiter continued, ignoring them, "Brain stem. Eyes."

"Is there a lot of demand for those?" Clara went a bit green.

"I don't think that's what's on the menu," the Doctor told her, "I think we are the menu."

Clara gasped as the waiter turned on her, scanning her as well, "Lungs. Skin…"

The Doctor quickly jumped to his feet when the man turned the scanner on the Professor, "Excuse me," he called, reaching out and grabbing the man's face, pulling it down to reveal there was nothing underneath save a pilot light burning in the 'skull' of it all, "You were right," he nodded as the Professor stood, "Definitely a robot."

The Professor frowned and reached out as she stood, taking the mask that the Doctor was holding, dropping it on the table instantly, going twice as green as Clara had been, "It's a face."

"Yeah, it's very convincing," Clara nodded, poking it with the knife beside her plate.

"No…Clara," the Professor put a hand to her mouth, actually feeling like she was about to be sick, "I mean it's a REAL face."

"Oh!" Clara jumped back from it.

"Yes," the waiter stated out of nowhere.

"Yes, what?" the Doctor turned to him, taking a step back, more in front of the Professor, the positioning of the table not allowing for her to push herself beside him even if she tried.

"Yes, we have a children's menu."

"Oh god," the Professor nearly gagged at that, her hand pressed more firmly to her mouth and stomach, the Doctor's hand that he hadn't let go of hers with, gripped her and tightly, no longer resting on it but holding it behind his back as they realized it wasn't just a children's menu…but that children had been ON the menu as well.

The three of them stumbled back when something locked around their legs, forcing them back against the booth they'd been sitting on, the suddenness of it causing them to fall back down on the seats as more metal straps and restraints locked around them, around their arms and chest and waist, pinning them down as the booth began to tremble, lowering into the floor.

"You've got to admire their efficiency," the Doctor commented.

"Is it ok if I don't?" Clara muttered.

"Bit primitive," the Professor frowned, "If they're the ones that attacked the dinosaur, this is a bit too simple…"

"Oi, can we focus?" Clara looked at them, "What do we do?!"

But the Time Lords were silent, looking up and down, wiggling in their seats, till the booth came to a stop at the bottom of what appeared to be a shaft. There was a room before them, rust everywhere from disuse, and it wasn't empty. There was a man sitting on a chair before them, his back to them, but they could see even from their angle that half the man's face was missing, revealing nothing but a robot with a human eye underneath. There were other figures there as well, some in shadow, some visible in the dim light of the chamber, but all of them were standing, motionless, around the room, set in small alcoves.

"Hello?" the Doctor called out, "Hello, are you the manager? I demand to speak to the manager."

"This is not a real restaurant, is it?" Clara whispered.

"It's more a sort of automated organ collection station for the unwary diner. Sweeney Todd without the pies."

"Pies…" the Professor started to smile, "Peaches and cream…"

The Doctor looked over at her and couldn't help but smile, "Bit of a fruit kick you're on, aren't you?"

"Pregnant," she shrugged, it was odd really, the cravings and hunger pains hadn't really hit her before the regeneration, not like now. She was really trying to focus on the situation, but every time someone mentioned food it was like her train of thought switched tracks. The more she thought about food the more it made her hungry and the hungrier she was the more she thought about food.

This was going to prove to be quite a dilemma wasn't it, if she couldn't focus in a situation like this…

"Well, I don't think human pies would be very appealing," Clara huffed, "So how about we focus yes?" oh this was SO weird, usually it was the Professor making the Doctor focus on something and now SHE was doing it for both of them, "So, where are we now?"

"Factually, an ancient spaceship, buried for centuries by the look of it," the Professor looked over, "Functionally...more a larder."

"So why hasn't somebody come for us?" Clara frowned.

"We're alive," the Doctor answered.

"We're alive in a larder."

"Exactly. It's cheaper than freezing us."

"Ok…" Clara shook her head, not sure if she should be happy she wasn't being frozen or frightened she WAS actually being kept in a larder.

The Doctor leaned forward, looking at the Professor, "Can you…" he nodded down at his pant pocket where the sonic was sticking out though his hands were too pinned down to be able to get it.

"I can't reach it," she shook her head, straining her arm, but they were pinned down, "Maybe if you…"

"Yes," he nodded, "I was just thinking that…"

"Are you two talking in your heads and out loud again?" Clara eyed them.

"No," they answered at the same time, they genuinely just knew what the other was going to do, not everything they knew came from telepathy.

"Ready?" the Doctor glanced at the Professor.

"Go for it," she nodded and he wiggled in his seat, wiggled and jerked more and more till the sonic came out of his pocket and fell to the floor, the Professor reaching out her feet to grab it as it fell with more reactive time than Clara knew she'd ever be able to hope to do in her life. This time she looked at the Doctor, "Ready?"

"As you are," he nodded in return and the Professor jerked her legs, the sonic tossing into the air and landing just by his hand, "Perfect!"

The Professor beamed at that as the Doctor hurriedly activated the device, freeing his arms and legs from the restraints and doing the same to the Professor, his hand briefly resting on her stomach till she nodded before he moved onto Clara.

"You should make that thing voice-activated," Clara remarked, nodding at the sonic…only to see the Doctor look away, "Oh, for God's sake, it is, isn't it?"

"I don't want to talk about it."

The Professor frowned at that, reaching out to put a hand on his as it held the sonic, ' _What is it?_ ' she asked in his mind, not about to let him NOT talk about it.

' _Christmas,_ ' was all he had to say for her to nod and understand, it was something he'd done to the sonic while alone on Christmas, on Trenzalore.

' _I can fix it back,_ ' she offered and he nodded, reaching out to take her hand in thanks, knowing she was aware of just how much he wanted to forget that time had ever happened, that he'd spent so long away from her.

The only consolation he had was that, in sending her away, he could be there for her and their child now, he hadn't missed out on their son or daughter's life.

"Are those things robots too?" Clara's voice brought them back, making them look over to see her stepping into the room more, eyeing the figures that were set up in the alcoves.

"Yes," the Professor nodded as they joined her.

"Dormant," the Doctor agreed.

"How do you know?" Clara glanced at him.

"I don't. I'm just hoping."

"If they were active," the Professor offered, "They would have attacked by now."

Clara looked around the room at that, "So...is it these guys that killed the dinosaur?"

"Well, if they're harvesting organs, a dinosaur would have some great stuff," the Doctor mused.

"Why would robots need organs? Burke and Hare from space?"

"No, but that's a good theory. Droids harvesting spare parts…" he murmured that last part, "That rings a bell."

"The USS Madame de Pompadour," the Professor mused, the Doctor looking over at her for that, "With Mickey and Rose," she smiled a bit ruefully, "My first adventure with you," she reached out and took his hand, "We were on the USS Madame de Pompadour, the clockwork droids were…"

"Harvesting people for spare parts," he nodded, recalling it now. He glanced over, seeing the droid with half a face sitting there, the only one sitting, meaning he had to be different than the others, "Captain, my Captain."

"Can he see us?" Clara hesitated to get closer, unlike the Time Lords that both got quite in its face to examine it.

"Dormant."

"Hoping?"

"More confirmed," the Professor shook her head, reaching out to point at a wire that was running out from the man and across the floor, "He's recharging. For now, he's asleep."

The Doctor nodded, waving his hand in front of the droid's face and still it didn't move, "Doesn't even know we're here."

"Are you  _sure_?"

"Sure, not sure," he shrugged, "One or the other."

Clara let out a breath at that, she'd have liked a more firm answer, "Ok, so half-man, half-robot. A cyborg, yeah?"

"No," the Professor shook her head, "Cyborg implies it was human first and adapted with robot parts."

"And…that's not this one?"

"No," the Doctor shook his head, "Look at the hands."

"What about them?" Clara shook her head, staring down at the two hands resting on the chair.

"Look at them."

"I'm looking."

"But are you noticing?" the Professor gave her a look, reaching out to grab the hands, pulling them closer together for Clara to see them side by side, "They don't match, Clara. These hands don't belong to the same body."

"Patchwork people," the Doctor mumbled, "Rings a bell as well."

"House," the Professor reminded him, "Auntie and Uncle."

"Right."

"I don't understand," Clara shook her head.

"I don't blame you," the Doctor muttered, "See, this...this is not your normal cyborg. This isn't a man turning himself into a robot. This is a robot turning himself... into a man, piece by piece."

"That's what the restaurant's for," Clara realized.

"Just like on Hedgewick's World," the Professor gave her a look, "They need a constant supply of spare parts."

"You can tan skin, but organs rot," the Doctor agreed.

The Professor leaned in, holding her breath so as not to smell anything as she eyed the metal just barely peeking out from beneath the robot's flesh, "Some of that metalwork looks Roman."

"Wonder how long it's been around," the Doctor peered at it as well, Clara stepping back to allow them their examination, "How much of the original is even left."

"Well the eyeballs look very fresh."

The Doctor reached out and quickly pulled the Professor back when the robot jerked its arms, "Bit slow there?" he grinned at the Professor, "I'M the old one in the equation."

The Professor just shook her head, "I was distracted."

"By what?" he nearly laughed.

"Eyeballs."

He gave her a look, "Don't tell me you were craving…"

"Maybe this me is Greek!" she huffed, defending herself, knowing that a very nice Greek delicacy was lamb eyeball. Mmm…lamb would be nice, with a bit of blueberries…

"Is it awake?" Clara whispered to them, cutting off their discussion about food to focus on how the robot was slowly walking, placing its arms back on the chair, the metalwork under its skin, the visible part, the gears and devices within starting to move.

"It's waking up," the Doctor nodded, before shrugging, "I think," he glanced at Clara to see her pointing towards a door on the other side of the room, clearly wanting to leave, and this time he agreed, "Ok, let's go," they turned, backing out slowly and quietly, heading through the door.

Clara paused just at the doorway, glancing back at the clockwork man, turning around to follow the Time Lords out…only for the door to slide shut before her, separating her from them, "Doctor!" she gasped, "Professor!"

"Clara!" the Professor called as they ran back, the Doctor flashing the sonic on the door, able to get it to start going up, but not enough for Clara to slide through, and too slowly to get open quickly enough.

"Hurry!" Clara glanced back at the clockwork man as it began to stand from its seat, pulling the plugs and wires out of himself.

The Doctor caught sight of it as well, "Sorry, too slow," he reached out and grabbed the Professor's hand, "There's no point in them catching us both."

"Well, give me the screwdriver!" Clara reached a hand towards the small window in the door, wires running across the opening but allowing her to get her fingers through.

"We might need it," the Doctor said simply, flicking the sonic to close the door, giving Clara one more look before turning and pulling the Professor away.

"Doctor!" the Professor struggled, trying to pull him back, to make him stop without actually hurting him, "We can't just leave her."

"It's her or us," the Doctor said as he got her around a corner.

"She's our granddaughter," the Professor pulled her arm out of his hold.

"And YOU are my WIFE," the Doctor rounded on her, reaching out to her but taking her hand more gently this time, "Kata…" he breathed, "I spent 800 years without you," he stated shaking his head, "I may not know the sort of man I am now, not yet, but I know that I, any version that I am, will NEVER want to lose you. We'd have been trapped, we'd have been hurt, we could have lost…" he stopped talking, his other hand moving to her still-flat stomach, "I can't risk you and I can't lose you and if that means choosing you over anyone and everyone else…when haven't I done that?" he looked at her.

She let out a breath at that, glancing back over her shoulder, able to hear Clara shouting for them as the clockwork man, as some sort of robot, spoke to her, threatened her, threatened Clara to tell them what she knew or that she'd be killed, and turned back to him, "We'll have to, one day," she reminded him, putting her hand over his on her stomach, "The day will come where someone else WILL be more important than we are to each other."

"We have months before that happens though."

The Professor winced, hearing Clara bargaining for her life, not caring, not about to reveal a single word to them. Clara was clever, was buying time, appealing to the logic she knew the human was hoping a robot would operate on, if she was dead she couldn't reveal secrets, so she needed to be kept alive in which case their threats were meaningless because they couldn't harm her or kill her.

"Do you remember the last thing we'll say to her?" the Professor asked him, "When we call her."

The Doctor grew silent at that, allowing the Professor to hear more of what Clara was saying, how she refused, even under pain of torture, to give up ANY of their secrets, ANY information about them.

"How can we expect her to help us, if we won't help HER?"

"You and your sense of honor, Kata," he muttered.

She just grinned, "My sense of honor keeps you honorable as well Theta," she reminded him.

"Fine, fine, fine, fine," he nodded, rushing past her, his hand held firmly in hers as they hurried back towards the door, able to hear Clara shouting about crying and how she was scared.

The Professor could feel the Doctor's grip on her hand tighten at that, knowing he was being hit by the guilt of his reaction for leaving Clara alone like that. 800 years had done a number to him, 800 years of gripping onto any memory of her with both hands and refusing to let it go. He'd spent so long, so many centuries, thinking about his wife and child, that she'd become central to his thought process, everything revolved around her more so than ever before, more so than even his Companion. And she knew he'd regret it, if anything happened to Clara because he'd reacted to wanting to protect his wife first.

But that was why he had HER to remind him. Because while he'd been on Trenzalore, thinking about her, SHE had been with Clara thinking about him, but she'd been WITH Clara at that time, all that time, and she didn't have the centuries separating her feelings of closeness from the girl they saw as a granddaughter.

"Why did you kill the dinosaur!?" they heard Clara shouting as they reached the doors, peering through to see her being backed up by the clockwork man, his hand replaced with a blowtorch.

But, while it was terrifying to see her being threatened like that, the noise of the torch and her talking could let them get to work without being noticed as the Doctor pulled out the sonic and began to lift the door.

"We will not answer questions!" the clockwork man stated, seeming to have repeated that often.

"Then you might as well kill me, because I'm not talking again till you do."

The Professor watched, keeping lookout on Clara as the Doctor worked to get the door open as the clockwork man lowered its torch-arm, "Within the optic nerve of the dinosaur is material of use to our computer systems."

"You burned a whole dinosaur for a spare part?" Clara gaped at the robot, before shaking her head, "No, no, hang on. You know what's in a dinosaur's optic nerve, which means you've seen them before."

"Where are the other ones?"

"How long have you been rebuilding yourselves? Look at the state of you! Is there any real you left? What's the point?"

"We will reach the Promised Land."

"The what?" the Doctor grumbled under his breath, the door halfway up.

"Promised Land," the Professor repeated quietly, "But which one?" there were many in many planets for many species.

Clara seemed just as curious, "The what? The Promised Land? What's that?"

"Where are the other ones?" the clockwork man repeated.

"I don't know," Clara told him, "But I know where they will be...where they will  _always_  be. If the Doctor is still the Doctor and the Professor is still the Professor, then they will have my back," they just barely got the door open enough to slip in, seeing Clara slowly backing up towards them, her hand reaching out behind her, "I'm right, aren't I? Go on. Please, please, God, say I'm right. My grandparents would NOT abandon me…I know they wouldn't…"

The Doctor reached out and grabbed Clara's hand, the Professor holding back, knowing HE had to be the one to do this, that he had to make this up to Clara and be the one to save her.

"Hello, hello," the Doctor pulled Clara behind him, into the Professor's arms as the Time Lady looked over the girl, making sure she hadn't been harmed while he faced off with the clockwork man, "Rubbish robots from the dawn of time, thank you for all the gratuitous information. Five foot one and crying…"

"You never stood a chance," the Professor agreed, turning to face the clockwork man, pulling Clara closer to her, an arm around Clara's shoulders as the woman nearly sagged in relief.

The Doctor glared, shoving the clockwork man's torch-arm down as the robot tried to lift it and activate it, "Stop it!" he pulled the sonic out of his pocket and flicked it on, shoving it into a port on the clockwork man's body, pulling it out once it got a lock on the robot's power source, "This is your power source, and feeble though it is, I can use it to blow this whole room if I see one thing that I don't like, and that includes karaoke and mime, top of the list being any single threat directed towards my Bonded," he gestured behind him to the Professor, his gaze locked on the clockwork man.

"Why are you here?" the clockwork man inquired though it made no move to try and lift its arm again.

"Why did you invite us?" the Doctor demanded, "The message, in the paper...that was you, wasn't it?" given the way the clockwork man stared blankly at him, even more blankly than a robot could, and tilted its head, the Time Lords both realized that no, these robots had nothing to do with it. Their trap would have likely been better had they planned this, "Oh," the Doctor grimaced, "I hate being wrong in public."

"I hate being wrong in general," the Professor mumbled, even SHE had considered that the robots might have had a hand in it at least.

"Everybody forget that happened," the Doctor turned and walked back over to them, "Say the word," he said quietly to them.

"What word?" Clara frowned.

"You're really going to make me say it?" the Professor frowned, knowing what word he was talking about, Vastra's safe word, the word that she and Jenny and Strax would be waiting for through various means of spying, for her to say if they needed reinforcements, "It's YOUR word."

"I've outgrown it after 1000 years," he shrugged.

She sighed, but reached up to a small broach hidden under her ascot, "Geronimo," she muttered, less than amused.

And with that, Vastra and Jenny dropped down from the ceiling, unrolling from a bit of cloth that was wrapped around them, landing gracefully and pulling out their swords, "Remain still and lay down your weapons, in the name of the British Empire!" Vastra demanded.

Clara glanced up at the ceiling, to the ropes, to the Professor, "I'd like to see you make an entrance like that."

The Doctor frowned, "I'd rather not," he muttered, moving to stand behind the Professor, his hand splaying wide on her stomach…and glaring at the ropes attached to the ceiling as though the mere sight of them would inspire the Professor to try something so foolish where she could get hurt.

And then, as though hearing his thoughts, Strax fell from the ceiling, the rope not quite taut enough nor secure enough to keep him safe in his fall…leading to him falling splat on his face.

"Strax!" Vastra huffed.

"Sorry…" the Sontaran muttered, pushing himself up.

"I've told you before," Jenny rolled her eyes, "Take the stairs!"

"Oh, look, the cavalry," the Doctor said dryly, not entirely sure how he felt. On one hand he knew that Vastra, Jenny and Strax might just cause more issues for their plan and dealing with the robots, but on the other hand…having them there meant the Professor was extra safe.

"I burned an ancient, beautiful creature for one inch of optic nerve," the clockwork man began to advance on them, as though not at all perturbed by the threat of the reinforcements that had arrived, "What do you think you can accomplish, little man?"

"What do you?" the Professor responded in kind, "Vastra?" she looked at the lizard woman, knowing that Vastra, having been trained as a soldier with her people, would not have entered the restaurant without taking extra measures of protection.

"The establishment upstairs has been disabled with maximum prejudice, and the authorities summoned," Vastra stated, stepping into the clockwork man's way.

"Hang on, she called the police?" Clara looked at the Time Lords, now recovered from her brief bout of abandonment and now focused on the rather logical method of handling this, "We never do that, we should start."

"You see?" the Doctor ignored her, focusing on the clockwork man instead, "Destroy us if you will, they're still going to close your restaurant," he frowned, "That was going to sound better."

"Then we will destroy you," the clockwork man lifted its arm, activating the other robots in the room as they began to step out of their alcove spots, their arms replaced with various blades and weapons, the door opening behind them, allowing more of the robots to come to them through the halls. The robots gathered together, advancing dangerously with the clockwork man in the lead.

"No, you won't," the Professor tried to reason with it, using what she knew of robots, and silently cursing herself for having left her trusty blaster on the TARDIS when she'd stumbled out of it before, "You're logical. You have restraint. You kill to survive, you're not a murderer."

"He's not a what?" Clara scoffed, "This is a slaughterhouse!"

"And how does that make it different from any other restaurant?" the Doctor rolled his eyes, "You weren't vegetarian the last time I checked."

The Professor shook her head, focusing on the robots, "This is over. Killing us won't change that. What would be the point?"

"To find the Promised Land," the clockwork man stated.

This time it was the Doctor who was scoffing, "You're millions of years old, it's time you knew there isn't one."

"I am in search of paradise."

"Yeah, well, me too," the Doctor muttered, "Only difference is I found mine," he pulled the Professor closer to him by the arm on her stomach, "And I'm not going to let you take mine from me," he'd waited FAR too long to reach it, to reach the peace he felt with the Professor, the happiness she gave him, 800 years of self-imposed misery and he was NOT going to let ANYONE take her from him or harm her.

The clockwork man's expression switched to a glare, before the robot turned and made its way through the robots that parted for it before reclosing the gap, allowing it over to the booth the three had come down in, still stationed at the base of the shaft, "I will leave in the escape capsule. Destroy where necessary," he ordered the robots.

"Escape capsule?" Vastra frowned, her grip on her sword tightening, "This ship is millions of years old, it'll never fly."

"It has been repaired."

"What with?"

"You."

"Defensive positions everyone!" Strax ordered as he, Vastra, and Jenny moved to surround the Doctor, Jenny and the Professor, the Time Lady half pulled behind the Doctor, nearly wedge between the Doctor and Vastra's back, even more protected, as the robots circled them.

"Doctor…" she tried to shove him, "Move!" she could help, just because she was pregnant didn't mean she couldn't fight.

"He's getting away!" Clara gasped, pointing over at the booth as it began to rise, the clockwork man activating it.

"Oh no he's not," the Doctor pulled out the sonic and flicked it on, resonating a frequency that had the robots stumbling back, allowing him to shove through them, his hand firmly gripping the Professor's pulling her along with him.

"Doctor stop!" she called, "I can stay and fight…"

But it was too late, they'd reached the booth just as it nearly passed them, the Doctor grabbing her hands and lifting them up to lock with his own around a bar just under the booth, forcing them to hold on as they went higher and higher, leaving Clara and the others behind for a second time.

"Doctor!" she huffed, sending him a glare.

"Not now," he muttered, looking up as they heard the booth arrive at the top, the clockwork man speaking to someone before the sound of running feet reached them.

The booth stopped moving and the Doctor gripped the bar tighter with one hand, the other in a fist as it tried to bang against a panel on the ground, a hatch of some sort, but it was stuck, rusted and…

The Professor swung, using the force of it to kick both her feet against the panel, throwing it open. She gave him a small smirk when she swung back down, "I may look older but I've still got it," she told him, before moving to reach out and pull herself up.

The Doctor watched her go with a dazed nod, "Yes she does," he mumbled to himself quickly following her up and out the hatch, onto the booth and in the main restaurant just in time to see half a dozen police officers fleeing the building as the clockwork man stalked towards them. The Doctor rolled his eyes at that, so much for bravery, he grumbled in his head, before turning and picking up three glasses and two beverages to place on a table, pouring a water for the Professor, who took it with a roll of her eyes, and two glasses of whiskey for him and the robot, the tingling of the glasses making the clockwork man turn around.

"What are you doing?" the robot demanded as the Doctor pulled out a chair for the Professor to sit in.

"I've got the horrible feeling I'm going to have to kill you," the Doctor began as the Professor looked up at him for that, "I thought you might appreciate a drink first. I know I would," he reached out and picked up his glass of whiskey, leaning over the Professor's shoulder to get it, the two of them watching as the droid ignored him and turned to a lever set into a control panel in the wall, making them look up as dust fell on them from the ceiling.

The Professor shook her head, "51st century," she saw the clockwork man still at that, "Time travelling spaceship, crashed in the past. You're trying to get home the long way round."

"I go to the Promised Land," the robot repeated.

"So you keep saying."

"Ok," the Doctor sighed as the clockwork man just resumed hitting the controls, neither of them actually concerned, with how old this all was there was little chance the ship would actually do as it was needed, "So your restaurant is made out of your old ship. But you're wasting your time, it can't ever fly."

"The escape pod is viable," the clockwork man stated.

"How?" the Professor scoffed, "You cannot patch up a spaceship with human remains. We've seen it attempted, it didn't work."

But then, contrary to her words, just as the clockwork man finished pushing a series of buttons, the room began to shake, "Ok, that's clever."

"How are you powering it?" the Professor got up, the Doctor and she walking over to the control panel to eye it.

"Skin," was the answer they were given.

The Professor reached out and pulled out a fuse, eyeing it as she saw 'SS Marie Antoinette' written on it.

The clockwork man looked up as the shaking lessened, turning to look out the window, able to see the buildings lowering, the restaurant rising above it, floating into the air, and focused on the two aliens before him,  _"_ How would you kill me?"

"Why don't you have a drink first?" the Doctor taunted, "It's only human."

"I am not human."

"Neither are we," the Professor informed the robot.

"What do you think of the view?" the Doctor turned, taking the Professor's hand and leading her over to one of the windows, looking out as they saw the ship rising above London, flying through the air.

"I do not think of it," the clockwork man stated.

"I don't think of it," the Doctor mocked, "Droids and apostrophes, I could write a book, except you are..." he eyed the robot that was walking towards them, "Barely a Droid any more. There's more human in you than machine. So tell me...what do you think of the view?"

The Time Lords backed away to allow the droid to the window, to move the curtain and look down at the land below, "It is beautiful."

"No, it isn't," the Doctor shook his head, "It's just far away. Everything looks too small. We prefer it down there."

"Everything is huge," the Professor agreed, "And SO important. Every detail, every moment, every life in it."

The robot turned to them once more, the Doctor tensing at how suddenly it had turned, "How could you kill me?"

"For the same reason that you're asking me that question," the Doctor replied, "Because you don't really want to carry on," he eyed the clockwork man more intently, "What'll happen to the other Droids when you die? You're the control node, aren't you?"

"They'll deactivate," the Professor nodded.

"I will not die," it argued, "I will reach the Promised Land."

"There isn't any Promised Land," the Doctor rolled his eyes, droids were SO thick! "This is just...it's a superstition that you have picked up from all the humanity you've stuffed inside yourself."

"I am not dead."

"You are a broom," the Doctor stressed, "Question, you take a broom, you replace the handle, and then later you replace the brush and you do that over and over again. Is it still the same broom?"

"Answer," the Professor continued, "No, of course it isn't. You can still sweep the floor with it…"

"Which is not strictly relevant, skip that last part," he offered.

The Professor nodded, "You replaced every piece of yourself," she continued to the clockwork man, "Mechanical and organic, time and time again, so much so that there's not a trace of the original you left."

The Doctor reached out and picked up one of the silver serving trays, holding it up so that the clockwork man could see its reflection, "You probably can't even remember where you got that face from."

The clockwork man took the tray from the Doctor, staring into it a moment before throwing it away, onto a table, "It cannot end."

"It has to," the Professor straightened her back, lifting her chin, "You know it does."

"And there's only one way out," the Doctor agreed, turning and opening the doors to the restaurant just beside them.

"Self-destruction is against my basic program," the clockwork man lifted a hand, igniting the torch, about to strike the Doctor while his back was turned to open the doors.

But the Professor reached out and grabbed the robot's arm, "Don't even try," she threatened, shoving the robot back as she released its arm, making it stumble, proving as well just how human it had become that its own robotic parts didn't offer it the strength to remain stable and strong against her.

"Self-destruction is against your basic program?" the Doctor glared at it, stepping forward, keeping the Professor behind him, "Murder is against mine!" he reached out and grabbed the clockwork man, shoving him against the doorframe.

"You are stronger than you look," the clockwork man assessed.

"And I'm hoping you are too," the Doctor agreed, "This...is over. Are you capable of admitting that?"

The clockwork man tilted its head to the side, "Do you have it in you to murder me?"

"Those people down there," the Doctor nodded out at the ground, "They're never small to the Professor and I," he glanced at his wife.

She nodded, "Don't  _ever_  make assumptions about how far we are willing to go to protect them."

The Doctor turned back to the robot, "Because we've already come a very long way. And unlike you, we don't expect to reach the Promised Land," he stared the clockwork man down a long while before the droid lowered its torch-arm and switched it off, the Doctor taking a single step back from it, to the Professor's side, "You realize," he began, "Of course, one of us is lying about our basic programming."

"Yes," the clockwork man gave a jerking nod.

"And I think we both know who that is."

They stared each other down for a minute, neither man willing to back down…

Until the clockwork man was sent tumbling out of the ship, the Doctor looking over to see the Professor watching it fall, "Murder," she swallowed hard, "Doesn't seem to be against my basic program."

"Kata…" the Doctor reached out to touch her face, making her look at him, seeing her frowning at him, "I don't think it's against mine either," he admitted to her quietly, "800 years without you…" he shook his head, "Is enough to drive anyone to points they never thought they'd reach."

The Professor looked down, she didn't know how it had happened, one minute she was beside the Doctor, the next…pushing the clockwork man out the door and watching it fall, watching it be impaled on a spire of a building…not even feeling anything about it, no remorse, no guilt, just a sense that she'd done what was necessary to save the others and save the Earth.

The Doctor lifted her chin again, "You should have let ME do it."

That seemed to remind her of something as she frowned, "Don't do that," she told him, "Don't you ever do that to me again."

"Do what?" he frowned, confused, but certain she wasn't talking about pushing the robot.

"Pull me away when I'm trying to protect someone," she poked him slightly, "You did it, twice, when I wanted to stay and protect Clara."

"I didn't want you to get hurt," he told her, taking the hand that had poked him and holding it.

"In the last 800 years, have you forgotten how capable a warrior I am?" she shook her head at him, "I can protect myself well enough."

"I know that," he promised her he did, "But can you protect you AND our…"

"Don't you DARE ask me if I can protect both myself and our baby, Theta," she cut him off, "If you think, even for a second, that I would EVER do something or put myself somewhere that I thought our child would be harmed in…"

"I don't!" he said quickly, "I don't, Kata, I know you would never."

"Then let me do what I feel I must," she told him firmly, "If I even had a suspicion that I'd have been harmed down there, that our child would be in danger, I would have gone with you willingly. But those robots were rusty and slow and barely held together. They were EASY…and all your pulling served to do was make me feel guilty for leaving the others alone and leaving Clara frightened."

He let out a breath at that, realizing how rash his reaction had been again, she really was a remarkable fighter, "I'm sorry…"

"I don't know what sort of person I am now either," she added, "But I DO know what I am capable of, I do have an idea of what this body can withstand and how it would react. I am VERY acutely aware that I am pregnant," she gave him a small smile, "And I know you want me to stay safe, and I WILL, but you need to trust that I wouldn't do anything to jeopardize our child. Not after what's happened before," she spoke quieter at that, reminding him of the miscarriage she'd suffered, she never ever wanted to experience that again, "I will be safe and smart, Theta, I promise you that."

"I know," he breathed, squeezing her hand, "I just…it's like you said, Kata, 800 years, it's a long time and I just…I sent you away to protect you and that stayed with me through it all. I'll try not to drag you about," he realized THAT had NOT been a good thing to do with his wife, "But I can't promise I won't be easily able to push down my fears for you."

"I'm not asking you to push down your fears," she stepped closer to him, "Just…we are in this together, and that means if I say we stay and fight, we stay and fight…because you know me Theta, I will only say that when I am certain we can and will win. No more running away just to protect me if it's not all that dangerous a situation. Ok?"

He nodded, "Ok."

"Good…now we'd best get Clara and the others up from down there," she glanced out the window, "And get this ship settled somewhere, and soon."

He smiled at that, "You handle the booth, I'll handle the…"

"Oh no," she shook her head, smiling now, "I'LL fly the ship, YOU get the others."

"Why do you ALWAYS get to fly the crafts?" he grumbled as he headed for the booth regardless.

"2,700 forms of transport," she called to him as she moved to the controls and began to guided them to the ground, reminding him of her war-training, how the High Council had trained her in so many different crafts to pilot and steer, "And  _I_  actually passed my TARDIS exam!"

"Bring THAT up again," he muttered, standing by the booth and flashing his sonic to start the booth going down, giving them enough time to slip out of the ship once it was on the ground before the others came up the shaft to see everything sorted…

And the Time Lords nowhere to be found.

~8~

The Time Lords looked over as they set the TARDIS down outside Vastra's, waiting for Clara. They'd hurried back to the box and gotten her into the Vortex, needing to make a quick hop to make sure everything was in proper order before allowing Clara into the ship, the crashing before had damaged it slightly and they wanted it safe for her. They'd also wanted to get out of those horrendous period clothing and into something more...them, whatever that might be and both of them were rather happy with their change of attire.

They glimpsed Clara on the monitor, she was there, just outside the doors though she seemed to be debating whether to enter or not and they thought it best to let her decide for herself and not rush her. It was an awful lot to come to terms with, not just the regeneration, but literally dealing with new versions of them, new personalities and all.

The Professor looked over at the Doctor as he moved around the console, thinking of the last time they'd been there, what he'd said to her just after they'd changed, "What was it?" she asked.

"Hmm?" he looked up at her, "What was what?"

"Before," she made her way over to him, her hand trailing along the edge of the console, "You said that 'kidneys' wasn't the first thing you wanted to say to me. So what was? The first thing that is."

He blinked before he smiled, reaching out to take her hand, "Hello wife."

"Well then," the Professor smiled at that in return, "Hello husband."

The Doctor stepped closer to her, leaning in, about to kiss her when the doors opened and none other than Clara Oswald was stepping in, taking in everything different, not just them while they got the box back into the Vortex. The TARDIS had revised itself as well, still the same basic design though there was an extra upper-upper level that had a series of bookshelves lining it and stairs on one side that led down to a nice, leather armchair. It was a bit darker, but more…cozy, in a way. Reminded her a bit of her grandparents, the home they'd had, more dusty and ancient, but still home.

"You've redecorated," Clara murmured.

"Yes," the Doctor nodded, watching her step closer to them.

"I don't like it."

The Professor smiled, "We're not completely entirely convinced either."

"I think there should be more round things on the walls," the Doctor added, "I used to have lots of round things. I wonder where I put them."

The Professor reached out an touched his arm, giving him a nod down to where Clara was standing, having stopped, not coming any closer, "It's still us, Clara," the Professor told her.

"We're the Doctor and Professor," the Doctor nodded, "I've lived for over 2,000 years…" he winced as the Professor elbowed him for it, reminding him that SHE had lost those extra years with him, now, instead of being 2 years younger than him, she was now about 802, "And the Professor's lived for…ow!" he huffed as she elbowed him again.

She gave him a warning look for the glance he threw her, telling him not to DARE bring up her age. It wasn't that it was bad, it was just…she was more sensitive about it this time, it seemed, the reminder of all that time lost with him, of looking older than she had. She hadn't ever really been THIS old before, hadn't ever really had these wrinkles and graying hair, and…even though she knew it was utter nonsense to be frightened, she was worried about the age her body appeared in relation to their children. She knew for humans that being in their 40s or older was a danger to the child and she was…well, she was over 1000 years old and her body looked about 50 and she couldn't help but worry.

Clara, however, smiled at the small move.

"2,000 years," the Doctor returned back to himself, "And not all of them were good," he swallowed hard, his gaze still fixed on the Professor, knowing his biggest regrets, the years that were never good were the ones where she wasn't there, "I've made many mistakes," he admitted, before looking at Clara, "And it's about time that I did something about that."

"You, Clara," the Professor added, "You're our granddaughter, that was NOT a mistake."

Clara smiled at that, "Good," the relief was heavy in her voice, hearing them talking about mistakes and thinking back to how easily the Doctor had left her there…even if she knew his main concern was (and should be) the Professor.

The Doctor nodded, "So…what do you think?" he gestured at himself, stepping to the side with the Professor to let Clara see their new outfits.

"What are you two, twins now?" Clara had to laugh.

"What?" they both spoke, before looking at each other and back at her, seeming genuinely confused.

Clara could only shake her head at that. The Doctor had switched into yet another suit, but without any sort of tie, black this time, but his jacket had a red lining underneath on the inside, visible only when he pulled back the sides to slip his hands into his pockets. The Professor was sporting almost the same sort of equally dark look. It was like she had black leggings tucked into knee-high black boots, her shirt was like a sleeveless tunic that went to her mid-thighs, and she had her own sort of suit jacket as well, more feminine in make, but red, with 3/4 sleeves that were folded at the elbow. It was like a reverse, the Doctor with the red hidden on the inside, the Professor with the red on the outside. Neither had done much of anything to their hair though, the Professor's just hanging loose, parted in the middle.

She tilted her head, eyeing them more, "Who put that advert in the paper?" she inquired, wondering that since she'd found out that neither of them had.

"Who gave you my number?" the Doctor countered, "A long time ago, remember?"

"You said you were given the number of a computer helpline," the Professor agreed, "And you ended up phoning the TARDIS."

"Who gave you that number?"

"The woman," Clara shrugged, "The woman in the shop."

"Which means there's a woman out there who's very keen that we stay together," the Professor remarked.

The Doctor looked at the Professor, reaching out to take her hand, squeezing it as the TARDIS landed, before he glanced at Clara, "How do you feel on the subject?"

Clara was, instead, looking at the doors, "Am I home?"

"If you want to be."

Clara looked down at that and back at them, studying them, looking at how they were standing, how they were holding themselves, their clothing.

They'd been so…colorful, so smiling and happy and energetic and just…comforting. They were always so close and flirty and kissy and even though their god-awful habit of finishing each other's sentences nearly drove her up the wall, it was just THEM. Now they were there, still close, the Doctor's hand having moved to the small of the Professor's back, but they were both so much darker, both in attire and personality. It wasn't a bad dark, not personality was, it was just…the Doctor had nearly abandoned her, and the Professor had been more focused on her pregnancy than she had anything else. And she understood, she DID, the Doctor was protecting his wife and Bonded and child, and the Professor was trying to make sure the baby would be safe, they had a right to be that selfish after all they'd done.

But it was so strange to see them NOT focusing on other people like that. Sure they were always focused on each other, the flirting and the moon-eyes at each other, they were always aware and looking out for the other, but they always made sure to make HER and everyone else feel safe as well. They never were so open about the possibilities of death, never so focused that they neglected other people or made them afraid for their lives. They were older now, in more ways than one, less likely to give her hope or make a situation less frightful when they knew it was the mature thing to make her aware so she wouldn't make mistakes. They had come so close to losing each other, she understood they were even more focused on ensuring the other survived above and beyond anyone else, but it was just…odd.

She felt like they were still her grandparents, they looked it more now, but just…she wasn't sure she really felt like she was still a part of their family, because if they cared for each other that much, why would they have left her to the half-robot men?

"Can I…can I have some time to think about that?" she asked them.

The Professor's expression, while already rather expressionless, seemed to deflate some, "Of course," she nodded.

The Doctor looked from the Professor to Clara when the girl's mobile began to ring, "You'd better get that."

Clara frowned at them and pulled her phone out, giving them one more look before heading for the door to answer it privately, "Hello!" she answered as the door shut behind her, "Hello?"

"Clara?"

She nearly gasped, hearing the last Professor's voice speaking.

"It's us."

And then the Doctor's last one as well.

"It's us, Clara, the Professor and the Doctor."

"We're phoning you from Trenzalore from before we changed, I mean it's all still to happen for us, it's coming, oh, it's a-coming..."

"It won't be long now, we can…we can feel it."

"We think it's going to be a whopper."

"And we think you might be scared."

"But however scared you are, Clara, the two of us, the ones you are with right now…"

"The ones we _hope_  you  _are_  with."

"Believe us, they are more scared than anything you can imagine right now."

"And we need you."

Clara closed her eyes, tears in them as she heard them talking like that, talking for each other, finishing the sentences for what was likely the very last time, "You're doing it again," she murmured.

"Doing what?"

She looked up, this time it wasn't the last Doctor, but the current one, standing in the doorway of the TARDIS with the Professor just before him.

"Who is it?" the Professor asked, but there was a knowingness in her eyes that told her the Time Lady knew EXACTLY who she was talking to.

"Is that them?" the last Doctor's voice echoed in Clara's ear.

"The new us?" the last Professor agreed.

"Yes," Clara whispered, turning back to the conversation, stepping away from the future/present thems.

"They sound old!" the last Doctor whined.

"Oi!" the last Professor spoke, "Are you calling me old dear?"

"No, no, not you, never you. You're still a spry spring chicken."

Clara could almost imagine the Professor shaking her head at that, "Have we gone grey?" the woman inquired.

"Only the Doctor," Clara smiled at that.

"Of course," the last Doctor mumbled, as though he WOULD be the one to go completely grey.

"Clara…" the last Professor began again, "There something we need to ask you."

"What?" she frowned.

"Please help them," the last Doctor pleaded, "For us. Help them."

"We've…we've never done this, together," the last Professor added and Clara could picture the two of them standing at the console with their hands on the Professor's stomach, "I don't think we can do it alone."

Clara's heart broke at that, at the crack in the last Professor's voice. She knew the woman had miscarried once before, she'd been told, but the look in the Professor's eyes, that haunted look, that question of…had it JUST been one time? 300 years they'd been trying, had it really JUST been once? She knew this child was everything to the two of them, and…they had just lost each other, lost them to the past, nearly lost their baby as well, could she really make them lose HER too?

"Go on," the last Doctor whispered, "And don't be afraid."

"Goodbye, Clara," the last Professor whispered.

"Miss you," they both finished before the line went dead.

"Well?"

Clara spun around to see the two Time Lords had stepped fully out of the TARDIS, the doors closed, and were walking towards her, "Well, what?"

The Professor smiled, "We asked you something, Clara, a question."

The Doctor nodded, "Will you help us?"

"You shouldn't have been listening," Clara pointed at them.

"We weren't," the Professor shook her head.

"We didn't need to," the Doctor nodded.

"That was us talking."

Clara would have smiled at that, at how they had done it again, started finishing each other's sentences, that little glimpse of who they had been, who they were, who they always would be, slipping in once more…when the Doctor frowned, "You can't see us, can you? You look at us, and you can't see us. Have you any idea what that's like?"

The Professor reached out and put a hand on his arm, looking at Clara though, "We're not on the phone anymore Clara, we're right here in front of you."

"Please," the Doctor whispered, "Just...just see us."

Clara felt herself actually smile now, because even though the Doctor had said us, he had nodded at the Professor, as though asking if she couldn't see both of them, at least see the Professor, and that…THAT was SO the Doctor, "Thank you," she stepped closer to them.

The Doctor frowned, "For what?"

"Phoning," she stepped closer and hugged them both, the Professor reciprocating while the Doctor just tensed up, holding his hands up as though he were surrendering but trying to back away at the same time.

"I...I don't think that I'm a hugging person now," he warned, stepping further back.

"Oh really?" the Professor challenged, crossing her arms, "You can really go for the rest of this incarnation without hugging  _me_?"

The Doctor blinked at that, then frowned, before stepping closer, his raised hands lightly falling to her shoulders, then sliding around to her back as he moved even closer, hugging her, closing his eyes when she uncrossed her arms to return the embrace, "I'm not a human-hugger then," he mumbled in her ear.

The Professor laughed, "Enjoy it while it lasts," she countered, "Eventually I'll be too big for you to hug properly."

"Then I'll find a new way to hug you," he stepped back, sliding his hands down her arms to her own hands.

"Oh will you?"

"I invented a new kind of screwdriver didn't I?"

"Invent an app that works on wood and I'll believe you can find a new way to hug me."

"Challenge accepted."

Clara shook her head at them, "I see it now," she murmured, making them look at her, "I see YOU," she told them, and she did, that love that they had, that love that she always saw in their eyes for each other…she saw it now, she saw THEM, "This isn't my home, by the way," she cleared her throat, feeling it getting a bit too mushy for her.

"Sorry," the Doctor winced, glancing around, "I'm sorry about that, I missed."

"Yes, Clara, he 'missed,'" the Professor used her quotey fingers, very much doubting he'd actually been AIMING to get Clara home, he really had been pressing random buttons, they were lucky to have made it to the right time period and continent.

"I'll have you know I was distracted," the Doctor defended.

"By what?" the Professor snorted.

"Red."

"Red?"

"Yes," he reached out and ran a hooked finger along the inside of her coat line, "Red."

The Professor couldn't help but smile, "I wonder if you'll still blush the same red as before," she had to murmur.

"I don't think you'll find out," he pulled his hand away, "I don't think this me is much a blusher."

The Professor's smile turned into a smirk Clara was all too familiar with, "Challenge accepted," she mimicked.

"Oh don't start," Clara blanched, "It was sweet before…now it's just creepy to see you both all flirty," she looked around, knowing she needed something that would distract them from attempting to find out if the Doctor could blush, "Where are we?"

"Glasgow," the Professor answered promptly.

Clara chuckled at that, "You'll fit right in," she whacked the Doctor on the stomach lightly, putting on a Scottish accent, "Scottish."

"Right," the Doctor cleared his throat, glancing around, "Shall we, er...do you want to go and get some coffee," he turned to point at the Professor, "Decaf for you."

"Hmm…" the Professor hummed, "Chips would be nice. AND coffee."

"Chips and coffee it is then," the Doctor nodded, turning to Clara, waiting to see if she wanted to join them.

"That'd be great," Clara nodded, starting off down the road before adding, "You're buying!" to the aliens.

"We don't have any money," the Professor reminded her.

"You're fetching, then."

"I'm not sure that I'm the fetching sort…" the Doctor began, "The Professor, well, she's…"

Clara put her fingers in her ears and loudly went 'la-la-la-la-la-I'm not listening-la-la-la-la-la' to drown out the noise of what she was sure was going to be their new old-people flirty thing, though she couldn't help but keep smiling.

Some things never changed.

* * *

**Notes for the Chapter:**

> Awww :) I SO wanted to have the end of Reproduction be the Doctor and Professor just going 'Hello wife/hello husband' but it fit better here as a set up for the series and a fresh start :) I hope you like the Professor's new outfit too. Her personality might be a little odd at the moment, we didn't see as much of her as the Doctor, but we'll see more of it develop and I can say, though, that when the hormones kick in...well... }:D
> 
> I hope you enjoyed the first chapter of the series :) I was really torn between having the Professor be awake at the same time as the Doctor, but remembering that she's pregnant I felt like she'd sleep more than he would, so I really wanted to show him with her still on his mind, sort of echoing back to the Lodger where she was in the TARDIS and all he kept talking about was his wife ;)


	2. Into the Dalek

"What I wouldn't give for caffeine," the Professor mumbled as she pulled one of the takeaway cups out of the tray the Doctor was holding of them, inhaling the scent deeply only for him to pull it away with one hand and turn the tray around to offer her one on the corner. She sighed and picked up the cup of decaf tea, some sort of ginger tasting one, it made her grimace to drink, but it was either that or being nauseous the entire day.

The morning sickness had officially kicked in, and even being a Professor, even being an Academic, being a learned woman with a vast knowledge of quite a bit of the Universe…she had NO idea why they bothered to call it that when it struck at nearly every part of the day, not just the morning.

She had contemplated cutting her hair instead of constantly having to hold it back or tie into a bun when the sickness hit, but the Doctor wouldn't hear of it. She was starting to get suspicious that he had done some training while he'd been on Christmas, used what he knew of her own training program that was forced on the Academics, to prepare himself for the battle he knew was coming on Trenzalore. She said this because, within seconds of her reaching the bathroom, no matter where, no matter what part of the TARDIS she was in that the box had to shift rooms around to give her access to a toilet for, the Doctor was there. It was like he sprung into action the moment he felt the illness rise up in her and was at her side, holding her hair back for her, his other hand rubbing soothing circles on her back. They'd struck a deal, so long as he was there to hold her hair back she wouldn't cut it…and he'd been there each time, faster than she'd thought him capable and she wasn't sure if it was that SHE needed him or that he really had tried to train himself to react faster while on Christmas.

Whatever the reason, she was grateful for it.

The Doctor lifted the cup she'd originally taken to his lips and took a deep drink of it, grinning at her as she narrowed her eyes over the lid of her cup at him, he could still have caffeine, even if he didn't need it. SHE, however, was feeling more tired each week and needed the boost, and, of course, SHE couldn't have it. It wasn't fair, but she tried to remind herself that this was for the best. Despite being two different species, Time Lords and Humans were startlingly similar to each other when it came to pregnancy. Both were for about 9 months, both were restricted by the same sort of diets and prohibitations, even with different physiologies they were quite alike.

The Doctor chuckled at her glare, not at all disturbed by it or putoff from it, just setting the takeaway tray down on the console, pressing his cup into it as he made his way around the controls and to her side, his hand coming to rest on her hip as he moved to her other side, keeping his hand there…before thinking better of it and stepping closer to her, allowing his arm access to reach around her and rest on her stomach. It was starting to swell now. It wasn't a huge bump, but it was noticeable, or would be if she wasn't wearing a jacket and utilizing the slimming nature of black clothing in general. But he could feel it and if she took her jacket off and turned to the side he could see it too. It had been about 8 weeks for them since they'd found out that she was pregnant, well for HER. It had been quite a few centuries for him, but for the two of them it was 4 weeks since they'd seen Clara. She'd sent them off to get coffees, had given the Doctor some money for it and they'd just reached the coffee shop when the TARDIS had gone funny and started to make the dematerialization noise, prompting them to run back to it.

It was just a small glitch, not even really a glitch. It seemed like the TARDIS didn't want to land in Scotland now, what with the reminder of Amy and the Doctor's accent, the box didn't want her boy to get any more cross and 'Scottish' than he already was and had wanted to leave. They'd ended up going off, getting caught up in a handful of adventures before they realized they should probably get back to Clara, if not to give her the coffees then to give her her money back. But they'd settled on the coffee because they'd promised Clara them. They were actually just on their way to bring her the coffee now, the coordinates all set and proper for only 3 minutes after they'd left her, enough time for them to have ordered the beverages and paid, she didn't even need to know they'd wandered off if they did this right.

The Doctor had just reached out to pull a lever to send them off towards Clara, when the alarms began to go off, making them look up and then at each other, before hurrying to their half of the console, they'd settled into that, the two of them each taking a side to help pilot better.

The Professor brought the monitor to her, frowning as she saw the visual of what the TARDIS was now heading for, "Dalek saucer," she called to the Doctor, "Seems to be targeting a small space fighter in an asteroid belt."

The Doctor nodded, "Picking up two life-signals within, ooh," he frowned, "ONE life signal."

"Best hurry," the Professor remarked, "The saucer's closing it, it'll strike the ship any second now and it looks like it was designed for co-pilots, it won't be able to avoid the next blast."

"Got it," the Doctor yanked down a lever just as a sound of an explosion blasted on the monitor, the ship that they'd been tracking had been destroyed but…given there was now a young, black woman in army attire, dark padding and armor, lying on the ground, the materialization the Doctor had been working on to have the TARDIS appear around the woman had worked.

The Professor looked up as the Doctor reached across the back of the controls for her hand, tugging her over to him as the woman slowly came around, staring up at the underside of the controls before scrambling up to her feet the moment she saw the two of them standing there. The Doctor barely blinked as the woman pulled a small handgun off her waist and aimed it at them, because within that same second, the Professor reached into a pocket on the inside of her jacket and pulled her trusty blaster out, aiming it back at the woman, creating a stalemate.

"You'll probably feel a bit sick," the Doctor began, "Please, don't be."

"I get sick enough," the Professor agreed, "And the smell would NOT be good for me to get a whiff of at the moment. Bionic smelling, times two now."

And that statement had never been more true. The Academics had undergone surgeries that made their senses heightened, she could smell things others didn't normally, but now, being pregnant it was like that had multiplied and just the thought of the smell of someone's sick made her turn a bit green though her hold on her blaster didn't waver at all…even if she might have wobbled slightly, causing the Doctor to place a hand on the small of her back to steady her.

"Where's my brother?" the woman demanded, as though she thought the blaster being aimed at her were nothing, which either meant that she thought she was the quicker trigger or that she just didn't care, both of which were likely wrong.

The Doctor just ignored that, offering a, "Hello, I'm the Doctor, and this is the Professor…" instead.

"He was right beside me," the woman continued, her other hand coming up to grip the gun, starting to shout at them, "Where's Kai? How did I get here?"

"The Doctor materialized a time capsule exactly around you and saved your life one second before your ship exploded," the Professor explained.

"But do please keep crying," the Doctor rolled his eyes, seeing the tears in the woman's.

All it served to do was make the woman more upset, "My brother's just died."

"He was dead before the materialization," the Doctor responded, making the woman wince, "But his sister wasn't. You're very welcome."

"Now how about you put the gun down," the Professor nodded at her.

"Or what?" the woman's eyes narrowed.

"You DO see the blaster aimed back at you yes?"

"You just saved my life, why would you kill me after? That'd be a waste."

"Why would you threaten to shoot us?" the Doctor shrugged in response to that logic, "Then where would you be?"

"In charge of your vessel."

"You'd starve to death trying to find the light switch."

The Professor eyed her a moment, "Who are you soldier?"

"I'm a Lieutenant," the woman stated.

"Fine, then who are you, Lieutenant?" the Professor amended even as the Doctor moved to open his mouth, likely to respond that the Professor was a higher rank than her.

"Journey Blue of the Combined Galactic Resistance. I demand you take me back to my command ship, the Aristotle, which is currently located…"

"No," the Professor shook her head.

"What?"

"Demand?"

"You  _will_  take me back to my command ship, which is currently positioned…"

"No," this time it was the Doctor to give her a rather chastising look, the Professor considering for a moment that, perhaps, this was what it sounded like to tell a child they were acting wrongly without actually criticizing them, it would be good practice for them, "Come on. Not like that. Not like that," he gestured at the gun, "Get it  _right_."

The woman, Journey, slowly lowered her gun, though she kept her gaze locked on them, "Will you take me back to my ship?" she frowned as the two leaned in, tilting their heads to the side nearly in unison, as thought waiting to hear something else, "Please?"

"We shall," the Professor nodded, slipping the blaster back into her jacket pocket as she and the Doctor turned to the console, the Doctor standing more than a bit closer to her, closer than necessary, ' _What is it?_ ' she glanced at him, seeing how tensely he was standing, how he was keeping Journey in sight through the corner of his eye.

' _She pulled a gun on you,_ ' he stated.

' _And I pulled a blaster on her,_ ' the Professor reminded.

' _I almost pulled you away again,_ ' he admitted.

But he'd tried, tried to respect her wishes from dealing with clockwork droids and their ship, that she wouldn't put herself in danger nor would she allow herself to be in a position she didn't think she could handle. He was sure, entirely sure, that had they not been in the TARDIS, he really would have pulled her away. It wasn't that it was a state of temporal grace, it wasn't that the guns wouldn't work, it was that if Journey even thought about actually firing her weapon, the TARDIS would teleport her somewhere else…likely out the airlock for threatening or trying to harm her children. He knew that the Professor was entirely safe in the TARDIS, nothing would hurt her here, the TARDIS would protect them but…had it been outside the doors, had they been elsewhere, he truly couldn't say if he wouldn't have tried to pull her back and protect her. He knew this was different than with Clara, there was no one here to protect but him and her, she might have less an issue with him doing it in that situation, but it had taken every ounce of control not to make a move to tug her back when that gun had been lifted at her.

And he could tell that the more she grew, the more noticeable and prominent the evidence of their child became, the worse it would get. Being on Christmas, being around all those children, it made him more protective of the little ones, and then to see the Professor back, to finally have her back with him, he wouldn't lose her or the child, he swore it. The more obvious it became that she was carrying his child, the more, he knew, he'd want to protect her. A father's instinct, a Bonded's instinct, he was sure, but he was trying and if he felt the need to pull her away, if he nearly had, in the TARDIS when she was safe and barely showing…

He would probably need to take her blaster away near the end of it all so that she wouldn't snap and accidently kill him for trying to keep her from nearly being killed.

Because he was very sure that his version of 'nearly being killed' when it came to her would end up being something ridiculous like there was a toothpick in her sandwich she might accidently choke on or someone hugged her too tightly which could mean they trying to strangle her…

He might find himself well and truly dead before his child was even born if the instinct grew more than he could process.

' _But you didn't,_ ' her voice came back to him.

' _I might one day,_ ' he warned.

The Professor was silent a moment, ' _One day I might want you to,_ ' she shrugged.

She couldn't really say, her emotions were all conflicted at the moment. On one hand she was very touched he wanted to protect her like that, on the other she was sure it would drive her mad to have him try to protect her when it had always been HER to protect him. She couldn't tell what the future would hold, if she might start to want him to pull her away, if she might go back on her word and start to think herself more capable than she was. She'd never been pregnant, she didn't know what she'd be like down the line. All she knew was that, at the moment, she really wanted raspberry jello.

The Doctor chuckled silently at that, hearing the way her thoughts had shifted, ' _After we get her back, we'll stop and get some,_ ' he promised her in her mind, having discovered that yes, this him COULD cook, which was a very good thing. Perhaps he could use that, use food to distract her if he ever did pull her away and anger her. Pora had always been her favorite treat, he hadn't made it in ages, and he was sure he could use that to bribe her not to get cross with him or at least to forgive him quicker.

"The Aristotle's the big fella parked in the asteroid belt, yeah?" he looked over at Journey, changing his line of thought before the Professor could catch onto his cunning plan.

"It's shielded…" Journey warned as the two got to work on the console.

"More or less," he agreed, moving around to the monitor, looking at a rather large ship that was attached to the side of an asteroid, the TARDIS drawing nearer to it.

The Professor reached out and pulled another lever, materializing them inside the ship, nodding to the door, "Crying's for civilians, Journey Blue," she warned the woman, gesturing for her to go out the doors, "You show a weakness, your enemies WILL exploit it."

Journey frowned at that, watching how the Doctor stepped closer to the Professor, scoffing lightly to herself as she turned to head to the doors. For someone who just implied you should never show the enemy your weaknesses, they both had just revealed their own, each other. She pulled the doors open, not sure what to expect, but gaped when she realized she was back on the Aristotle, in the hanger of the craft, the rest of her crew rushing about on the other end of the room.

She stepped out of the box and looked back at them, wanting to see the ship that had saved her (and let her brother die, she REFUSED to believe that he'd died before the explosion, he wouldn't die on her, not on her), and found herself blinking at the phonebox before her, "It's smaller on the outside."

"It's a bit more exciting when you go the other way," the Doctor remarked as he and the Professor stepped out, curious to see what sort of ship this was that had gotten caught up by the Daleks in their airspace.

"Hold on," the Professor frowned, looking around, recognizing the architecture, "This isn't a battleship. Medical insignia," she pointed at the wall, "It's a hospital," she looked at the Doctor, "More your area than mine."

"We don't need hospitals now," a man called as an older bloke with graying hair and a beard walked over to them, flanked by a soldier on either side of him, having spotted Journey, "The Daleks don't…"

"Leave any wounded, yes we know," the Professor nodded, "They kill all that they don't need alive."

"Yes," the man frowned, eyeing them for their knowledge, "And we don't take any prisoners."

"We saved your little friend here," the Doctor offered, nodding to Journey, "If that's in any way relevant to mention."

"That's true, sir," Journey turned to the man, "They did."

"Thank you," the man gave them a nod as the Professor returned it with a small salute.

"You're welcome," the Doctor glanced around, "We wish we could've done more."

"Then you should have."

The two Time Lords looked over at him for that, "YOU could have too," the Professor pointed out, "What were you  _thinking_ , sending out that small a space fighter into the middle of  _a Dalek fleet_? Don't you dare point at us for not doing our part when WE saved YOUR soldier."

"And for that I am personally grateful," the man remarked, "However, the security of this base is absolute. So we're still going to kill you."

"You just  _try_  it," the Professor narrowed her eyes at him, taking a threatening step towards the man.

But the Doctor tugged her back, "Excuse the missus," he sighed, winding an arm around her waist and pressing his hand to her stomach, knowing it would remind her and sooth her all at once, "Even more feisty now."

Really, she was, she'd been very calm during the entire event with the clockwork men, save for getting a bit cross with him near the end, he'd expected her to be calmer now, to laugh at what the man had said, the weak threat he'd given, but instead she'd gotten very defensive. Not that he could blame her, he'd wanted to get in the man's face but, in all actuality, he DID think the Professor was far more intimidating, especially pregnant…never ever underestimate a pregnant woman.

"Uncle Morgan, he's a doctor," Journey turned to the man, "And she's…she's pregnant, but she's also a professor of some sort. They could be useful," she tried, "We have a patient, don't we, Uncle? A broken patient that WE don't understand…maybe they could do something about that."

The man, Morgan, glanced at the two aliens at that, then back at his niece, before sighing, "If they can't…"

"Then we kill them," Journey agreed.

"Oh thanks," the Doctor rolled his eyes, "See if we save any of you pudding-brains again."

"This way," Morgan ignored the remark, turning to lead them out of the hanger and towards a small hall.

The Time Lords looked at each other a moment before shrugging and going after them, both of them curious to what sort of patient a hospital could have if they didn't take prisoners or claimed that it was even a hospital any longer.

"Why does a hospital need a doctor?" the Doctor inquired as they followed Morgan and Journey.

"The Aristotle wasn't always hidden," he replied, "The Daleks got here before us."

"You don't like soldiers much, do you?" Journey glanced back at him.

"He married one," the Professor defended, "What does that tell you?" she looked over as they entered a room, more like a laboratory that was being guarded by two more soldiers, "Hang on, that's a moleculon nano-scaler…"

The Doctor looked over to see a very large tube-like container but one that had benches inside it on either side, reminding him very much of the Earth decompression chambers that divers might use, "What have you got one of those for?"

"You know what it does?" Journey glanced at them.

"It's in the name isn't it?" the Professor responded, "It miniaturizes living matter."

"Again, what's the medical application, though?" the Doctor frowned, turning to Morgan, "Do you use it to shrink the surgeons so they can climb inside the patients?"

"Exactly," the man nodded.

"Fantastic idea for a movie. Terrible idea for a proctologist."

"Are you going to miniaturize us?" the Professor shifted her hand over her stomach, not quite fond of that idea.

But Morgan nodded, "You both might come in useful for this."

"How so?" the Doctor stepped closer to the Professor, starting to think that they should have just gotten back into the TARDIS and gone away instead of followed the man.

"You're a doctor, aren't you?" Morgan turned and hit a button on the side of a door, causing them to slide open, "And this is your patient."

The Time Lords stiffened as they were able to make out a familiar, circular glow inside the room, the eerie blue light making it all too obvious what sort of creature was hidden within.

"No," the Doctor shook his head, stepping back, this time unable to help but pull the Professor behind him as they were confronted by a Dalek, chained and tied in as the lights came on to reveal its battered and scratched casing, "You don't understand. You can't put us in there. You cannot put my WIFE in there with that…that monster!"

"Doc…tor?" the Dalek began, its eyestalk shifting slightly to point at him, "Doc…tor."

"How do you know who he is?" the Professor frowned, the last time that any of the Daleks had known had been on Trenzalore, they had taken the information from Tasha, but this Dalek was old, an older make and model, it had to be from before then, before the Daleks had gotten their information on the Doctor back.

"He doesn't," Morgan reassured them, "We promised him medical assistance."

"Are…you…my…doctor?" the Dalek focused on the Doctor.

"We found it floating in space," Journey offered.

"We thought it was deactivated, so we tried to disassemble it," Morgan sighed.

"But you didn't realize there was a living creature inside," the Professor finished.

"Not till it started screaming," Journey agreed.

"Help…me," the Dalek begged.

The Doctor shook his head, his eyes narrowing with hate, "Why would we do that? Why would either of us, any living creature, help  _you_?"

"Daleks will die…"

"Good," the Professor nearly spat, feeling a terrible hatred for the monsters rising in her.

Her last memory of the species was them killing her and attacking the Doctor, was of her dying thinking he'd be dying as well, thinking it was over for the both of them, for their child. THAT was why she was so determined NOT to let any situation come up where the child could be harmed, she'd made the mistake before on Christmas, and her baby had nearly suffered the consequences, she wasn't going to do it again. And she couldn't help but hate the species that had taken them so close to their own, permanent, ends.

"Die all you like," the Doctor nodded, winding an arm around the Professor, seeing where her thoughts had gone, "Not our problem."

But then the Dalek elaborated, "Daleks must be destroyed."

THAT made the Time Lords pause.

"What did you just say?" the Professor shook her head at it.

"Daleks must be…what?" the Doctor frowned.

"All Daleks must die," the Dalek in question began to shake in its chains, rattling them about, its lights coming on, its laser arm and sucker arm wiggling with its eyestalk, as though it were on a mission but being held back by itself and its own malfunctions and low-power, "I will destroy the Daleks. Destroy the Daleks. Destroy the Daleks!"

The Time Lords could only look at each other for that.

That was new.

~8~

The Professor looked up from the console when she heard a gasp to see that Clara had found the TARDIS…and nearly walked into the Doctor as he held the tray of coffees out to her in the doorway. They'd set the box down in a supply cupboard and sent a message to Clara's mobile that they were there and needed to see her. The Doctor, at first, hadn't understood why they'd sent her a text when, if they were in Glasgow only 3 minutes after they'd left her, they could just walk out and find her waiting for them. But then the Professor pointed out that they weren't in Glasgow any longer and he'd accidently set the coordinates for 3 weeks instead of 3 minutes, so Clara was back at her school, being a teacher.

"Where the hell have you two been?" Clara whisper-hissed at them from the doorway.

The Doctor just held up the tray as though it were answer enough, "You sent us for coffee."

"Three weeks ago," Clara deadpanned, "In Glasgow."

"Three weeks, that's a long time…"

"In Glasgow," she repeated, "That's dead in a ditch," she gave the Doctor a more pointed glare, "And that's on top of it being longer for you two."

"How can you tell?" the Professor called, moving around the console to lean on it, facing the door and crossing her arms.

Clara glanced at her, "You tell me ALL the time to use my eyes and notice everything, yeah?"

"Yes…"

"Your cheeks aren't quite as thin as before," Clara pointed at the Professor before gesturing to her own face, "You've put on a bit, just a BIT, of weight and you can tell in your face."

The Professor reached up and put her hands to her cheeks to see for herself before huffing, "Wonderful," that was the LAST thing she needed was others being able to tell she was pregnant.

She was thrilled, over the bloody moon thrilled, that she was pregnant, that it seemed viable this time, that it was sticking and stronger, but that didn't mean she wanted it to be THAT noticeable. Not just yet, because there were two things that could affect everything if she was noticeable. She knew the more visibly she was pregnant, the more that their enemies would try to use it as a weakness…and the more visibly she was pregnant, the worse the Doctor would get in his overprotections. The larger her pregnancy got, then the slower SHE would be and the more difficulty she'd have in functioning and moving and…

Wait…that was three things.

Oh dear lord, she was taking from the Doctor's 10th self, wasn't she? She was terrible at lists.

Well that was just wonderful, the most strategic mind in the galaxies, and her focus and attention was going. She supposed she should have expected it, her head getting crowded with all other thoughts. She'd been distracted in that Mancini's restaurant as well, thinking about food even when they were being threatened. And it was…so unlike her. She was so used to fighting and defending and standing against the enemy that to think she could be standing there and just wondering more about the delicacies of the day instead of what sort of gun was aimed at her was startling. She was more used to ignoring danger to flirt with the Doctor, she really was quite easily distracted by him (even more now with his sort of hint of danger in his stance), but to think she'd be ignoring danger just because there was food around was something else entirely. She wasn't sure she liked it or not.

"How long's it been Doctor?" Clara turned back to him, crossing her arms.

"It's not my fault," he defended, "I got distracted."

"By what?" she asked, raising an eyebrow, before wincing and closing her eyes, shaking her head and holding up her hands to stop him talking, "I don't want to know! I don't! What you and granny do in your spare time I really DON'T want to know and…"

"It wasn't by me, Clara," the Professor laughed as the Doctor sputtered at that, didn't blush but most certainly sputtered, "Not this time. Well," she shrugged, "Not all of it."

"Please stop," Clara half-begged her, "I really, really don't want to know…" it was cuter when they were distracted by each other as 'youngsters' but being older, it was cute in one way but a bit scarring in another, now that she actually could see them as grandparents given their greys and wrinkles.

"Oh, come on," the Doctor rolled his eyes, stepping back to let her into the TARDIS, shutting the door behind her, "Why were you smiling?" he asked, following her up to the console.

"Was I?" Clara glanced at him, "No, I wasn't."

"You were smiling at nothing," he argued, "I'd almost say you were in love, but to be honest…"

"Honest?" Clara paused, frowning at him when he trailed off.

"You're not a young woman anymore."

"Yes, I am," she took the coffee from him and took a very long sip, longer than they knew she would take if she weren't trying to hide something from them.

"Well, you don't look it," he continued as the Professor watched, amused.

"I  _do_  look it."

"Oh, that's right, keep your spirits up, Clara."

"Oi!" she huffed, swallowing a mouthful of the beverage, "I AM young Doctor."

"No, you're not," he shook his head, "You don't look a thing like the Professor."

Clara blinked and looked over at the woman who was shaking her head at the Doctor, and back, "She's got graying hair and the start of wrinkles, and you're calling ME old?"

"What is that how you humans determine age?" the Doctor seemed half offended and half intrigued by that.

"More or less."

"Well that's rubbish," the Doctor huffed, "I was 1200 when we first met and I looked younger than you."

"Yeah, well you're an alien."

"Exactly," he pointed, "The Professor's…"

"Careful with your words husband," the Professor called, moving around the console to get the coordinates back to the Aristotle in.

"A youthful woman, in love," the Doctor nodded, "Which is why I would have said YOU were in love as well, you had that look on your face."

"What look?" Clara tried her level best not to flush or think about the new teacher she'd just run into before.

"The look she has when she looks at me," the Doctor smiled across the console to the Professor who winked at him.

"Same look I've had since I was 8," she reminded him.

He nodded, "It's her normal face," he told Clara, "When she's around me. Just like this," he walked past Clara to the Professor's side, pressing a quick kiss to her temple as he passed, "Is my normal face," he smiled lightly at the Professor, his eyes softening as he took her in, "Isn't it, wife?"

The Professor couldn't help but flush a bit at that, they'd seemed to have slipped into calling each other husband and wife instead of 'my dear' and 'my love' like their last selves had. It was nice, that reaffirmation that, even centuries apart (for him), he still considered them married and that close.

"Unless you're cross," she patted his cheek, "Then your eyebrows get all furrowed and threaten to attack."

"Speaking of eyebrows!" the Doctor spun around, nearly startling Clara who didn't realize he meant it in the sense of being reminded of a potential attack to come, and ran to her, "Clara, Clara, Clara, Clara, Clara. Clara, Clara…we need something from you," he told her, coming around the console to face her, "We need the truth."

"Ok," Clara nodded, seeing a seriousness in his eyes as she set her coffee on the console, "Right, what is it? What's…" she paused though, seeing the Professor come back around to the Doctor's side and take his hand, she hadn't seen him really touch anyone but the Professor and he only really did it when he was being sweet in the old-people way, or if he was genuinely worried for her and the tightness in their grip told her it was the second option, "You're scared," she realized.

"I'm terrified," he admitted, looking at the Professor, "We both are."

"Of what? The pregnancy? Are you worried for the baby?"

"Oh beyond bloody terrified," the Professor nodded, "But that's not what he's on about at the moment."

"The answer to my next question," the Doctor looked at Clara, "Which must be honest and cold and considered, without kindness or restraint. Which is why I'm asking you Clara and not my lovely wife…"

"I'm a bit biased," the Professor whispered, as though she were imparting some sort of large secret that secretly amused Clara to hear about, it was the most obvious thing in the world that both Time Lords were biased about each other to the extreme.

"Clara," the Doctor took a breath, squeezing the Professor's hand for strength, "Be my pal and tell me, am I a good man?"

Clara opened her mouth to instantly answer yes, of course he was…only to realize he was truly being serious about it and realizing…this new man that he was, she hadn't been around him long enough to work that out, "I don't know."

"Neither do I," the Doctor swallowed.

It had been bothering him, a notion that had crept up on him in Christmas, when he'd sent the Professor off the second time. Was he doing the right thing? Was he being a good man? Was he protecting her? Or was he being a coward? Was he causing them both more pain than was necessary? Was he hurting her? And then, to regenerate, to see how easily he'd pulled her away from Clara, how willing he'd been to let Clara be harmed so long as he could get the Professor away…WAS he a good man? He wanted to be, for his child, he wanted to be the best man, the best example, whether it was a little girl or boy he wanted to be the best he could be for it…and he didn't know if he was.

The Professor would say he was, the way she was squeezing his hand back at the moment told him she firmly believed that he was. But as much as it pained him to admit, she was biased and she was flawed in her opinions of him…she was flawed in her view of the world as well. Her own time as a soldier in the Time War, everything she'd suffered, oh he would say she was the best woman in the Universe, but he did know that her views on death and violence and fighting had changed because of the War. Save for her 9th self, and her dislike of violence, she'd used it herself, easily…even her 9th self had come to use it as a means of defense and protection, had resorted to it and come to accept it. He would not fault her that, ever, it was forced on her, the Time Lords had made her comfortable with it, with violence and desperate measures, made her cold in her logic when needed. He loved her no matter what though, and he saw the best in her, but it was why she saw the best in him as well…he needed a fresh perspective.

The Professor squeezed his hand once more and turned to pull him back to the console, the two of them getting to work.

"Er, hey," Clara shook her head, stepping after them, "No offence, but I've got plans…"

"Clara…" the Professor looked at her, "We need you."

Clara sighed but nodded, knowing that they wouldn't ask her to come if they didn't, knowing that for the Professor to TELL her that meant it had to be something they really weren't sure they could handle themselves. She couldn't help but think about the Doctor's question, perhaps what they were about to do was what had made him think of it, maybe they were about to confront something that had made them unsure of themselves and who they were and if her grandparents needed her, she'd be there for them, "Right. Where are we going?"

The Doctor reached out and grabbed a switch, "Into darkness."

~8~

Clara tried her best not to smirk as she saw the Professor watching the takeaway cup in her hand with narrowed eyes, guessing that the woman hadn't been able to have caffeine in quite some time. She'd heard the Doctor stating, as the two had walked off to get her a coffee, that she wasn't allowed to have caffeine, something which the Professor had protested about but it seemed like, this time, the Doctor had won the argument, "A good Dalek?" she returned her attention to the Doctor as he finished explaining what they'd stumbled across, a Dalek that actually didn't want to destroy humans but the other Daleks.

"Except there's no such thing," the Professor stated.

"That's a bit inflexible," Clara frowned at her, "Not like you. I'd almost say prejudiced."

"Clara, once you've been to war with them, and encountered them so many times, encountered so many that were 'changed' and only come away with more destruction, you'd be just as prejudiced."

"Do we pay you?" the Doctor asked as he pulled a lever to set the TARDIS down back on the Aristotle, "We should give you a raise."

"You're not my bosses," Clara rolled her eyes, setting her coffee down on the console, "You're one of my hobbies."

"Come on," the Professor nodded towards the doors of the box, the three of them stepping out to see Journey waiting for them.

"That was quick," the woman remarked, eyeing Clara a moment.

"This is gun girl," the Doctor introduced Clara to Journey as he took the Professor's hand and started to lead them off down the hall towards where he recalled the Dalek to be, "She's got a gun, and she's a girl."

"And what's she?" Journey scoffed, nodding at the Professor, recalling how she'd pulled a gun on her as well.

"Professor, wife, mother-to-be, blaster woman, soldier, weapon, tutor…"

"I think she gets it," the Professor cut in, "Clara, this is Journey," she introduced properly, "Journey, this is Clara."

The Doctor looked over as they reached the laboratory where Morgan was waiting for them, still flanked by his soldiers, "Are you the same one as before?"

"Yes," the man nodded.

"I think he's probably her uncle, but I may have made that up to pass the time while they were talking."

"She called him her uncle," the Professor confirmed, "This is Clara."

"Yes, Clara," the Doctor nodded, "Not our assistant. She's, er, some other word…"

"Granddaughter," the Professor supplied at the same time that Clara responded with, "Carer."

"Yes," the Doctor snapped a finger and pointed at Clara, "She cares so I don't have to about anyone other than my wife."

"And Clara," the Professor reminded him.

"And Clara," he agreed, reaching out to hit the button that would open the Dalek's containment room.

"Doc…tor," the Dalek greeted.

The Doctor took a deep breath as he was confronted by the Dalek once more, "Hello again."

"Will you help me?"

Clara frowned, eyeing the chains around the Dalek before she looked at the Time Lords, "Will you?"

"Against our better judgment," the Professor sighed but nodded.

"A Dalek so damaged, it's turned good," the Doctor scoffed, "Morality as malfunction. How do we resist?"

The Professor knew why he was so curious. He'd been nearly ready to pull her away, to run them back to the TARDIS and get them away so that the humans could face this all by themselves. But then he'd discovered the Dalek had turned 'good' because it had been so badly damaged. It had made him curious, what particular damage had it suffered, what was broken in it…and how could they use that to damage the other Daleks? If they could break the others, then they'd be able to turn the rest of them good as well, they might be able to protect the Universe without any more killing.

"Daleks must die!" the Dalek started to wiggle in its chains, "Daleks must die!"

"So, what do we do with a moral Dalek, then?" Clara frowned at it, not very comfortable with anything being declared it must die.

"We get into its head," the Professor muttered.

"Mmm. How do you get into a Dalek's head?"

The Doctor glanced at her, "That wasn't a metaphor."

~8~

The Doctor and Professor were sitting in the nano-scaler, the Doctor sonicing the small bands that were now clipped around their wrists to make sure they were fully functional, Clara outside the scaler being instructed and fitted with her own device by Journey when they looked up to see two more soldiers, a man and woman, enter the nano-scaler.

The Doctor frowned as the two sat down and Journey led Clara in, turning to face the woman in question, "What are those ones for? We don't need armed baby-sitters."

"HE doesn't," the Professor agreed, "He's got me."

"We're not baby-sitters," the young woman across from them spoke.

The man beside her nodded, holding up his gun, "We're here to shoot you dead if you turn out to be a Dalek spy."

"You try to shoot him and you have to manage it before I blast your head off," the Professor narrowed her eyes at him as Clara sat beside her, "Trust me, no one's a quicker draw than me."

"Ross," Journey reached over, putting a hand on the man's arm to still him lifting his gun at her, "She's quick," she told the man quietly, though they could all hear her, "Just…don't, we need their help," she waited till the man lowered his gun again before turning to address the small group gathered in the compartment, "Ok, listen up. Now, remember, do not hold your breath when the nano-scaler engages. You'll feel like you want to, but you must keep breathing normally during the miniaturization process."

"Why?" Clara frowned, leaning over to whisper her question to the Time Lords as Journey moved to sit across from her, next to Ross.

"Ever microwaved a lasagna without pricking the film on top?" the Doctor glanced at her.

"It explodes," Clara responded, before seeing the pointed look that the Professor was giving her, "Right…lovely."

"Nano-scaler engaging," they could hear Morgan's voice over the speakers above them, the Doctor reaching out to take the Professor's hand in comfort, knowing that going into a Dalek shouldn't be that difficult but…well, they were about to be shrunk and picked up to the eyestalk level…that would be quite a height that she'd have to face and, given that she'd always been afraid of heights in every incarnation, this wasn't going to be easy for her, "In five, four, three, two…nano-scaler engaging now."

"Nano-scaling in progress," a computerized voice recited as a beam of light began to flash over them, a sort of compressed feeling settling around them, making them shift in discomfort but forcing themselves to breathe, to just keep breathing, to endure the cramping sensation until there was a small jolt, "Nano-scaling complete."

The Professor let out a breath at that, her free hand moving to her stomach, the others might think she was just settling it, that it was a reaction to being shrunk, but it was more for reassurance that the baby was alright.

"Nano-scaling successful," Morgan called, "Everyone ok in there?"

The Professor winced as the capsule shifted and rocked, rather large tweezers visible through the glass sides and closed her eyes, holding the Doctor's hand tighter, 'Let me know when it's over,' she called in his head.

He gave her a sad smile, it appeared that, while she'd been able to push her fears aside for the most part in past incarnations, this one wasn't quite so good at it. She was trying to avoid seeing the heights by not even looking. He'd noticed her doing the same while they'd been lifted by the booth in Mancini's, she'd closed her eyes for the most part, not dared to look down till they'd climbed out of the booth and onto the main restaurant floor. He leaned over, winding his arm around her and pressed a kiss to her hair , trying to soothe her as the capsule was moved closer to the eerie glow of the eyestalk.

"We made it," Journey reported, "Nobody popped."

"Whoa," Clara stared out the window, seeing the enormous people around her, but knowing they were really normal sized and SHE had shrunk, "Ha. I can't believe this."

"No, neither can I," the Doctor agreed, though his voice was harder, more rough, his eyes focused instead on the glow of the eyestalk instead of the world behind them. He watched in trepidation, feeling the Professor stiffen more and more in his arms as though she knew they were nearly there, as the capsule was pressed through the eyepiece of the Dalek and into the stalk itself.

"We'll be following you all the way, Rescue One," Morgan informed them, "Good luck all of you."

Journey gave a nod to the other soldiers and stood, the three of them heading to the end of the capsule and opening the door to the blue sealed wall that was the film that protected the stalk.

"We're in," the Doctor murmured to the Professor, helping her stand as she opened her eyes to see there was no sign of just how high up they were any longer. He moved his hand to the small of her back and led her towards the blue film as well, holding out a hand to push through it with her, Clara just behind them. The three of them found themselves standing in what appeared to be a tunnel of sorts, the stalk, with the three soldiers ahead of them.

"Integration complete," the computerized voice of the capsule stated behind them, "Dalek levels steady."

"That was weird," Clara shivered, glancing back at the blue film.

"You've seen nothing yet," the Doctor shook his head, the small group starting to walk down the stalk, small pulses of light racing along the edges of the tunnel, away from the film and further into the stalk.

"What are the lights?"

"Visual impulses travelling towards the brain," the Professor stated, "Helping it see."

"Beautiful," Clara smiled at it, but the Time Lords were not so captivated.

"Welcome to the most dangerous place in the universe," the Doctor muttered as they reached the end of the stalk and came to a very large open area with a sort of ledge around the whole of the room, a domed shape above them, with quite a distance below.

"Entering the cranial ledge now," Journey reported back to her uncle and his crew, "Here."

"Oh, my stars," Clara breathed, looking down at the deeper portion of the Dalek's body, seeing a sort of blob below them, tentacles sticking out of it, bathed in a reddish light, turning what should have been a greenish/purple Dalek skin red. There were cables running down along the sides of the walls and the center of the room, connected to it.

"Behold, the belly of the beast," the Doctor reached out and gripped the railing before him tightly, the Professor frowning as she observed the mutant below them.

"It's amazing," Clara whispered.

"It's huge," Ross looked around.

"No, Ross," the other female soldier shook her head, "We're tiny."

"So how big is it, that living part, compared to us, right now?" Clara glanced at them.

"Clara do you see all those cables?" the Professor nodded over at them.

"Yeah."

"They're not all cables."

"Does it know we're here?" Ross shifted his gun, clutching it more tightly as though expecting an attack any moment.

"It's what invited us in," Journey reminded him.

"Doesn't mean it's not a trap," the Professor countered, "Daleks are NOT to be trusted."

The Time Lords looked at each other before turning to try and find some way down into the Dalek, passing a sort of length arch, a semi-tunnel, that had banks and banks of slits with vertical lights shining through them.

"What's this place?" Clara eyed the lights.

"The cortex vault," the Professor answered, "A supplementary electronic brain. Memory banks," she offered when she realized the other humans were staring at her in confusion.

"And how do you know all that?" Ross gave her a suspicious look, how was it that these two strangers knew so much about the Daleks, "You seem to know them inside and out."

"Because there was a war once and it was MY job to be able to destroy them," the Professor told him, "From the inside out if necessary. To do that, you need to understand what lies beneath."

"It's more than just a memory bank though," the Doctor frowned, " _This_  is what keeps the Dalek pure."

"How are Daleks pure?" the female soldier shook her head.

"Dalek mutants are born hating," the Doctor nearly spat, staring at the memory banks with a dark expression, "This is what stokes the fire, extinguishes even the tiniest glimmer of kindness or compassion."

"Imagine the  _worst_  possible thing in the universe," the Professor agreed.

"And then don't bother, because you're looking at it right now."

"This is genuine evil refined as engineering," she swallowed hard, sometimes she wondered if the Time Lords had used Daleks as a base for the Academics, engineered them to hate the enemy, to fight, to die, to become monsters themselves to see the war through.

' _YOU are NOT a monster,_ ' the Doctor's voice called out in her head, taking her hand and squeezing it.

The Professor took a breath and looked at him, ' _Neither of us are,_ ' she added, knowing that he sometimes felt like it, even knowing that he hadn't burned the planet, but that he'd been willing to, made him feel like he was.

"Doctor?" the Dalek's voice called from above them, echoing around them as they stepped past the memory banks and onto another ledge.

"Oh, hello, Rusty," the Doctor looked up, "You don't mind if we call you Rusty? We're going to need to come down there with you. Medical examination, and all that."

"What, with those tentacles and things?" the female soldier frowned, looking over the side to them below.

"How close do we have to get?" even Journey seemed reluctant to get too close.

"You call yourselves soldiers?" the Professor scoffed, "If the mission requires you to drop onto one of them, you do it. You put everything aside and you do as you are commanded, understood?"

Clara frowned at that, knowing how much the Professor had HATED when the Time Lords would command her or give her a mission to do something and expect her to do it. And she had, she'd done it all and it had really scarred her to do it too. And there she was telling them that if the mission called for it, they do it.

"We're never going to insert a thermometer from up here," the Doctor added, rolling his eyes, what did the humans expect would happen really?

Journey nodded and gave Ross a signal, the man turning and to fire a harpoon from a secondary weapon into the ledge without another word.

"What are you DOING!?" the Professor shouted.

"No!" the Doctor reached out to try and stop Ross, "No, no, no, no! Stop, stop, stop, you idiot!"

But Ross just fired another harpoon.

"We need a way down," Journey rolled her eyes at them, "The only way…"

" _This_  is a  _Dalek_ , not a machine!" the Professor snapped, "It's a perfect analogue of a living being, and you just attacked it!"

"So what's going to happen now?" the Doctor frowned at them, reaching out to pull the Professor back, away from the humans, away from the man who had launched the harpoons, "What happens when something attacks your body from within?"

"Oh, God," Clara gasped.

"What?" the female soldier turned to her, "What is it?"

Clara just looked at the Time Lords, "Antibodies?"

" _Dalek_ antibodies," the Professor nodded, her gaze locking on something over the humans' shoulders.

They spun around to see small, round objects, like little dark baubles floating in the air, racing towards them. There was a small curve in one side of it, a small camera lens like a scanner affixed there.

"Nobody move," the Doctor stated, stilling.

"Any attempt to help him, or attack the Antibodies, and they will identify you as a secondary source of infection."

"Stay still!"

"But the Dalek wants us in here," Clara whispered, watching in horror as the small baubles turned to surround Ross, "Why is it attacking?"

"Can you control your antibodies?" the Doctor countered.

"Ross, stay calm," Journey warned, "We're going to get you out of this…"

Clara glanced at the Time Lords as they looked at each other at the remark, "Can you?"

' _Kata?_ ' the Doctor asked, knowing that, despite him having more encounters with the Daleks, that SHE knew them better than he did.

' _I could fire the blaster, take them out,_ ' she offered, ' _But more will come, and the humans will panic and attack back. Not even MY blaster would have that much power to take them all out._ '

' _Then there's nothing,_ ' he realized, ' _They'll turn on us as well. Once those get Ross, they'll go to dispose him and the others will come for us._ '

' _Not if they think we're dead,_ ' the Professor frowned, ' _Organic refuse disposal._ '

The Doctor's eyes widened at that, nodding and turned to Ross, pulling a small tablet from his pocket and tossing it to the man, "Ross, swallow that."

"What is it?" Ross managed to catch it but froze, the antibodies surrounding him.

"Trust me."

Ross quickly shoved it into his mouth, swallowing the pill, "Now what?"

"Clara look away," the Professor reached out to turn Clara around just as the antibodies struck Ross with a beam of light, disintegrating him.

"Ross!" Journey cried, making Clara turn back.

"Oh, my God," Clara grimaced as the antibodies drifted around the ashes that were still scattered in the air, sucking them up, "What's it doing?"

"The hoovering," the Doctor stated.

"Don't. Move," the Professor reminded them, waiting till the antibodies had started to fly away before grabbing the Doctor's sonic out of his pocket and flashing it on, "Got it!"

"What did you give him?" Clara turned to the Doctor.

"Oh, just a spare power cell," he reached out and took the sonic from the Professor, "But we can track the radiation signature."

"We needed to know where they dump the bodies," the Professor explained.

"I thought you were saving him!" Journey hissed.

"Did we say we were doing that?" the Professor glanced at her, "Don't make assumptions in the middle of a battle, Journey, it will get you killed. Especially if you don't even understand your enemy."

"He was dead already," the Doctor added.

"But his sacrifice will help save US," the Professor nodded, "Now come on."

"Run!" the Doctor agreed, taking the Professor's hand and leading them down the halls, hearing the buzzing of other antibodies behind them, gaining on them as they ran down the halls, stopping short as they reached a hole cut into the ledge, "They've dumped him in here."

"The organic refuse disposal," the Professor nodded.

"We need to get in there."

"Why?" Clara shook her head.

"That's why," the Professor pointed behind them as the antibodies reached them, the two remaining soldiers firing at them, making them more angry.

"Those antibodies won't give up until we're inside there," the Doctor agreed, "I'd rather go in alive than dead."

"You don't know where it goes!" Journey shouted.

"We know more than you," the Professor argued, "I've studied the Daleks, I KNOW where it goes."

"And I trust her, now in!" the Doctor moved to push Clara into the hole first, every instinct telling him to push the Professor but…well, another, smaller, darker voice in his head told him that if Clara went in first, the Professor would have more time to assess what was down there, if anything was, because it would focus on Clara first, "In! In!" he reached out, helping the Professor down into it after Clara.

"I can hold them off!" the female soldier cried, shoving Journey back towards the hole and falling into it.

"No, you can't," the Doctor reached out and grabbed the woman's arm, flashing the sonic at the bots to give them time, "Pull back. Down. Jump!" he shoved her down the hole before quickly jumping in after her, sliding down the refuse tunnel and into a pool of liquid at the bottom.

"Urg," Clara grimaced, "What is this stuff?"

It was rank and thick and slimy and clinging to them.

"People," the Professor tried not to breathe through her nose, but it was impossible, that horrid, pungent smell was everywhere.

"The Daleks need protein," the Doctor tried to slosh his way over to his wife, seeing her half-gagging on the smell, "Occasionally, they harvest from their victims. This is a feeding tube…"

"Is Ross here?" Journey looked around, as though expecting to see him floating somewhere.

"Yeah. Top layer, if you want to say a few words."

Journey lashed out at that, grabbing the Doctor just as he'd nearly reached the Professor and slammed him against the wall, "A man has just died. You will  _not_  talk like that."

The Doctor glared at her for stopping his quest to his wife, "A lot of people have died," he told her darkly, "Everything in here is dead, and do you know why that's good?"

"There is  _nothing_  good about that!"

"I agree," the Professor managed to get out before she turned and emptied the contents of her stomach into the refuse beside her, the Doctor at her side in an instant without hardly a splash, helping to keep her hair away from her face despite the fact it was already covered in the refuse liquid.

"Shh…" the Doctor tried to soothe her, rubbing her back and curling her hair around his other hand, "I'm sorry… come on," he tried to move her to the side as she coughed and retched, trying to get her farther away from the main pit so that the smell wouldn't be so strong and overpowering, "Almost there," he managed to get her onto a small platform off to the side, that led to more tunnels, hopping up beside her hand hurrying her down it, leaving the others to have to scramble to follow, "Deep breaths, through the mouth, that's it…"

The Professor gasped, reaching up to pinch her nose with one hand, her other on her stomach, "That was…awful…" she moaned, feeling the bile start to rise in her throat again and trying to push it back down, trying not to think of the smell, trying to use her training to block it out, to make her not smell it, but it wasn't working as well as it used to, "I'm gonna be sick again…" she nearly gagged.

The Doctor pulled out a somehow-clean handkerchief from his pocket and handed it to her to cover her nose and mouth with, to help filter the smell as Clara ran up, "Is she ok?"

The Doctor just gave her a look like 'of course she's not!' before he shook his head, "Nothing is alive in here," he explained, "So logically this is the weakest spot in the Dalek's internal security. Nobody guards the dead. Mortuaries and larders, always the easiest to break out of. Oh, I've lived a life," he muttered.

"Report back," the Professor mumbled through the cloth, looking at Journey weakly, "You've been too long and the scans would pick up the hostile activity."

Journey nodded and lifted her comm. to her lips as Clara moved to the Professor's side as well checking on the woman, "Rescue One to Mission Control."

"This is Blue, Rescue One," Morgan responded, "Report."

"The Dalek has an internal defense mechanism. We've lost Ross."

"What kind of defense mechanism? That thing knows you're in there to help it."

"Yeah, well, who knows? It's a Dalek," Journey glanced at the Professor, recalling her words not to ever trust one, "We're going to continue the mission."

"Are you alright?" the Doctor asked the Professor as she managed to stop shuddering, as her skin began to regain some of its color.

She nodded, "Just…we need to get away from this stench."

She'd thought she could handle it, when she'd suggested the refuse, she'd thought she could. It was logical, it made sense, the smell of the refuse would cover their scent from the antibodies, they'd scan them and assume they were just the dead and were no threat. It was also a place they wouldn't bother to check as well, because there was NOTHING living down there, it was all dead. She knew the stench would be foul, she could still remember the smell of the refuse in the Star Whale on the Starship UK, and that was just organic components and food, she knew it would be worse being actual humans. But she thought it wouldn't be that bad, she really had thought she could handle it or ignore it but it appeared her sense of smell really was twice as strong as before and before she knew it she'd gotten a mess of it up her nose and it just made her ill.

"This way," the Doctor moved over to a vent of some sort, using the sonic to get the panels off and leading them through, ushering the Professor in first, "Are you alright back there?" he called as they went on, glancing back at Clara and the other women, "It's a bit narrow, isn't it?"

"Any remarks about my hips will not be appreciated," Clara grumbled.

"Ach, your hips are fine. You're built like a man."

"Thanks," Clara nearly hissed.

"Narrower than my hips at the moment, Clara," the Professor reminded her before wincing as she imagined what that would be like once she was full term, she'd be as big as a house! As big as the TARDIS!

' _And never more beautiful,_ ' the Doctor assured her in her mind, making her grateful he was behind her as she blushed.

She'd wanted to make him blush, had been trying to recently, see if he actually was a blusher like his last self, but it turned out…

SHE was the blusher of the two of them now.

~8~

The Professor and Doctor helped Clara out from the small tunnel, up into the next room they'd found themselves in, only for an odd noise to reach them that sounded like crackling static with a bit of a pitchy noise to it.

"What's that noise?" the Doctor looked around.

"You…" the Professor pointed at the female soldier.

"Gretchen, ma'am," the woman answered.

"Are you wearing a Geiger counter?"

Gretchen nodded, gesturing to her armor, "Standard battle equipment. That's just…"

"Low level radiation," the Professor nodded, "Yes, we know," before she turned to the Doctor, "We need to make some Rontgen Bricks," she told him, recalling how they were quite common toys on Gallifrey for children, for babies and toddlers.

"We need to make a nursery first," he countered, first the room, then the items that would fill it. He moved over to a series of large circuit boards that were just across from them, "Can I have the counter?"

Gretchen hesitated but, upon a nod from Journey, handed it over to him.

"The radiation's stronger down here," the Professor nodded, her hand on her stomach. It wasn't dangerous for them, not this sort of radiation, the humans…maybe, if it got much stronger, but for now it was relatively safe. Relatively as in the Dalek would likely kill them before the radiation could.

"Was that them?" Morgan's voice came over Journeys' comm., "How're they working out?"

"It's hard to say," Journey began, eyeing them, "They're…"

"I've got it," the Doctor cut in, getting the counter to go off as he flashed it over the circuits, "I know what's wrong with Rusty."

"Ok, that's good," Clara nodded, " _Is_  that good?"

"Well," he shrugged, "You know how we said this was the most dangerous place in the universe? We were wrong. It's way more dangerous than that," he turned and held up the counter for them to see the levels were going up.

"Colonel," Journey reported, "We have radiation indicators red-lining in here. Could be that the Dalek is badly damaged than we thought."

"Copy that," Morgan called.

"The Dalek's suffering a trionic radiation leak," the Professor looked around, "It's being poisoned."

"It and us," the Doctor frowned at that, "Just as well we're here."

"Really?" Journey gave them a look, "Perhaps we should get out while we can."

"You're going to abort the mission?" the Professor scoffed.

"Why should we trust a Dalek?" Journey threw her own words back at the Professor, "Why would it change?"

"Good question," the Doctor nodded, looking up, "Rusty? What changed you?"

"I saw beauty," the Dalek responded.

The Professor blinked at that, "You saw  _what_?"

"In the silence and the cold, I saw worlds burning."

"That's not beauty, that's destruction," Journey frowned.

"I saw MORE."

"What?" the Doctor asked, "What did you see?"

"The birth of a star."

"But stars are born every day," the Professor argued, "You've seen a million stars born and destroyed millions more."

"Yes," the Dalek agreed, "Daleks have destroyed stars…and yet, new stars are born. Resistance is futile."

The Professor tensed at that, glancing at the Doctor before asking, "Resistance to what?"

"Life returns. Life prevails. Resistance is futile."

The Doctor slowly nodded, "So you saw a star being born," he reached out for the Professor, lightly taking her hand and tugging her closer, trying his hardest not to let his other hand touch her stomach, thinking of another life that was being born even now, "And you learned something. Oh, Dalek, do not be lying to me," he glanced at the Professor a moment, before turning to the others, "Come on," and leading them off.

"We need to find the Trionic Power Cells," the Professor told them, "Repair those and the Dalek's safe."

"Heading for the Trionic power cells, Colonel," Journey reported to her uncle as they left the room.

"Radiation approaching two hundred Rads," Morgan reported, "Danger levels."

"You'll be safe so long as we're not too long," the Professor promised, stepping into a room with the Doctor, finding themselves directly under the Dalek mutant.

"We're at the heart of the Dalek," the Doctor breathed, staring around at the power structure.

There were pillars and columns throughout the room, everything in a rusty yellow light, with thick tubing cluttered round. Energy whizzed past above them, crackling around the Dalek, feeding it, keeping it going.

"It's incredible," Clara breathed.

"Geiger counter's off the scale," Journey noted, nodding at the counter in the Doctor's hand, "Looks like it's about to blow."

"Good," the Doctor nodded.

"How is that good?"

"Well, I like a bit of pressure," the Doctor shrugged.

"We always did work best when it was a deadline in place," the Professor agreed and really, it was probably best that they were both like that, best under pressure, meant that, when they had their child, they'd be better able to handle panicky situations…hopefully.

"Rusty, can you hear me?" the Doctor called up to the Dalek.

"Doctor?" it responded.

"Rusty, we've found the damage. I'm sealing up the breach in your power cell," the Doctor moved over to the wall where a large crack had split down the side of one, allowing a blinding white light to shine through it. He flashed the sonic along it, sealing the crack back up, "No more radiation poisoning. Good as new. There. Job done."

"That's it?" Clara blinked, "Just like that?"

"An anti-climax once in a while is good for my hearts," the Doctor patted his chest, not about to admit that being chased by the antibodies and then the Professor getting so violently ill had been more than enough of a start to his hearts to last him weeks on end, "Rusty? How do you feel?" but there was no response, "Rusty? Rusty? Rusty…"

"The malfunction is corrected," the Dalek stated.

Journey frowned, looking at the Time Lords, not sure why the Dalek had taken so long to respond, unable to shake the feeling that something was wrong, "What's happened?"

"Not…entirely sure," the Professor admitted, looking around as the lights began to brighten and glow stronger.

"It's like it's waking up."

"Doctor…" the Professor reached out to him, tensing, and he knew that something was wrong, he could sense it in her, her instincts were telling her something was wrong and, after so long in the middle of a battlefield, he could admit…his own instincts were on alert too.

"Rusty, come on, talk to us," the Doctor called, "What's going on?"

"The malfunction is corrected," the Dalek repeated, "All systems are functioning. Weapons charged."

"Oh, no," the Professor shook her head, realizing what was going on.

"Exterminate!" the Dalek began to shout, the room shaking around them as it began to move, "Exterminate!"

"No, no, no!" the Doctor shouted, but the cries of 'Exterminate!' continued.

"Colonel?" Journey grabbed her comm., hearing the Dalek going off about killing the rebels, "What's happening out there?"

But there was just static.

"What happened?" Clara rounded on the Time Lords.

"Do you see?" the Doctor scoffed in reply.

"Do I see what?"

"Daleks don't turn good," the Professor told her, "All it was was radiation affecting its brain chemistry."

"Let me get this straight," Journey rounded on them, tears in her eyes, knowing what that static had to mean, the Dalek was attacking the base, "We had a good Dalek, and we made it bad again? That's all we've done?"

"There was  _never_  a good Dalek," the Professor argued, "It was a broken Dalek that we repaired."

"You were supposed to be helping us!" the woman accused.

"We gave it a shot," the Doctor defended, moving to the Professor's side, narrowing his eyes at Journey for how the woman was shouting at them, this was not the ideal situation by any stretch of the imagination and he would NOT have someone shouting at his wife, "It didn't work out. It was a Dalek, what did you expect?"

"No more talking," Journey decided, "You are done! Ok, new objective. We are taking this Dalek down!" she turned to Gretchen, the two going over their resources as Clara looked over at the Time Lords with a frown on her face.

"Oh and what's that look for?" the Doctor demanded.

"It's the look you get when I'm about to slap you!" she reached out, about to slap him, when the Professor grabbed her wrist.

"Calm down Clara," the Professor ordered.

"How can I?" Clara cried, "Are we going to die in here? And just LOOK at him," she gestured at the Doctor who, even now, had a little hint of a grin to him, "I mean, there's a little bit of him that's pleased. 'The Daleks are evil after all. Everything makes sense. The Doctor is right.'"

"He's not grinning cos fo that," the Professor defended, "Daleks  _are_  evil, it's indisputable, he's grinning for something else."

"What?"

Before either Time Lord could answer, Journey spun to them, "We need to place these charges for maximum effect," she held up a handful of small cylinders, "I'm going to scan the rest of the architecture for weaknesses."

Clara shook her head as the two women quickly set about placing the small bombs on any available surface and turned back to the Time Lords, "Why did we come here today? What was the point? You…you thought, you  _hoped_ , there was a good Dalek. But why? What difference would  _one_  good Dalek make?"

"More difference than you know Clara," the Professor sighed, "And THAT's why he's grinning."

"You!" the Doctor pointed at Journey as the woman lowered her comm., having just spoken with Morgan, some sort of conversation they hadn't heard over Clara's shouts, "Whatever you're going to do, don't do it. This Dalek must not be destroyed. We can do better."

"Are you out of your mind?!" Journey demanded.

"No, we're inside a  _Dalek_. I'm standing where I've never been. We cannot waste this chance. It won't come again."

"What chance? I have my orders," she lifted the comm. as though it were excuse enough to ignore him and keep going.

"Soldiers take orders," the Professor began.

"And I'm a soldier," she nodded.

"This Dalek?" the Professor gestured around, "Is a better soldier than you will ever be. But you know what?"

"What?" Journey asked, tears in her eyes at the blow that her last moments as a soldier might not be enough to do anything.

"I'M a better one than it is," the Professor smiled.

"And she outranks you," the Doctor added, nodding, "I guarantee you, she outranks all of us here so…commanding officer," he smiled at the Professor, "What are we going to do?"

Her smile morphed into a grin, "Exactly as you said, better."

~8~

The small group of women and the Doctor climbed up a ladder to the inner casing of the Dalek as quickly as they could, the Doctor bringing up the rear as the Professor insisted on going first, the man wanting to keep an eye on Journey and Gretchen incase they decided to attack from behind.

"What exactly are we doing?" Journey demanded once they were all up and out of the small shaft they'd made their way up from.

"The Dalek isn't an angry blob in a Dalekanium tank," the Professor explained, "If it was, the radiation would have turned it into even more of a raging lunatic than it already is."

"Yes," the Doctor pointed at her, "For a moment, it wasn't a raging lunatic."

"The radiation allowed it to expand its consciousness, to consider things beyond its natural terms of reference."

"It became good."

"That means a good Dalek is  _possible_ , even if it's a…a glitch in the system."

"But it's been fixed," Journey shook her head, "Now it's back to how it was."

"But what it saw, what it felt, is still there," the Doctor explained.

"Yeah," Journey frowned, "I'm not really seeing that."

"Not here. There," he pointed upwards, towards his temple.

"Its memory banks," the Professor nodded.

"The cortex vault?" Journey gave them a look for that.

"You said that was the central place for the evil engineering," Clara reminded them, "How is that gonna save us?"

"The memory banks are an automatic record of every moment the Dalek experienced," the Professor began quickly, Clara blinking as she began to speak nearly as fast as the last Doctor had.

"Some suppressed," the Doctor agreed, "But all still intact."

"We need to show the Dalek that star being born again, recreate that moment."

The Doctor pointed at Clara, "You need to get up there, find that moment and reawaken it."

"Me?" Clara shook her head.

"Yes, you," the Doctor snapped his fingers, as though CLARA had been the one to suggest it, "Good idea."

"No, no," the Professor shook her head, "Me."

"No, Clara," he turned to her, "That's Clara."

The Professor blinked at him, "I'm aware," she told him, giving him a pointed look, letting him know that feigning the confusion he'd felt after regeneration wasn't going to work on her, "But of the lot of us, I'D have the better chance of recognizing the memory we need, and I know how to activate it."

"How?"

"Oh no," she shook her head, "Not saying it, not thinking of it. So if you want that memory back,  _I_  have to be the one to activate it, NOT Clara."

"I CAN do it," Clara tried to offer, seeing the Doctor's frowny face getting more deep set.

"I'm better trained," the Professor shook her head, "I can handle myself better, I can move faster," she turned to the Doctor, "I can do it and…I should NOT be the one to face that Dalek."

"Why not?" he asked her quietly, seeing that there was more than reluctance in her eyes, more than just a desire not to be the one to do it, but a purpose behind her words.

"You've been around them more, but…I have worse memories of them," she reminded him softly, thinking about all the training, the war, her regeneration into her war-self, the battles and death, her studies of them, her feelings of them the last time she saw them, "If we do this, the Dalek will be suggestible to new ideas. I can't be the one up there or it will feel nothing but hatred again," she smiled sadly at that, "You always were the optimistic one of the two of us."

"Not always," he countered, all through their schooling, before the war, she'd been his optimistic Kata, it wasn't till after the war that she started to be more pessimistic, something he doubted would ever change.

"But NOW," she argued, squeezing his hands, "It can't be me. I'll get its mind open, and you show it something that will change its mind forever. You've seen more than enough to do it."

It wasn't just that...it was that...she needed to move, she needed to do something, be active. She couldn't just stand there and talk to a Dalek, not after all this. That refuse...the way her body had reacted without her say so, it just reminded her that she was pregnant. Soon enough she'd be fat and large and slow and barely able to move and she needed this, she NEEDED to do something, be active for as long as she could before she was too big to fit into tiny places and squat down to get close to something. She didn't want to stand there and talk a Dalek down, yes she'd been in Intergalactic Relations, it was her job to do that, but she didn't want to this time. She couldn't, she'd say something wrong or think the wrong thing and she needed to be able to use her mind while it was still able to focus and not sluggish from lack of sleep or irritated. She wanted to be able to DO something instead of just stand there and talk about it. The day would come where that would be all she could do and that day was NOT today.

He swallowed hard but looked at Clara, "You keep an eye on her," he ordered her.

"Yes sir," Clara gave him a mocking salute, as though she would have EVER just let the Professor go and do it alone, she'd be right there, helping.

"This is crazy," Journey cut in, shaking her head, "There is no way that we can get back up there in time."

"Yes, there is," Gretchen murmured, pulling out a secondary harpoon gun of her own.

"No, Gretchen. It'll bring the antibodies back down on us!"

Gretchen ignored her, turning to look at Clara, "Tell me the truth. Are they mad, or are they right? I've come this far. Probably going to die anyway. Wouldn't mind something to do for the rest of my life. Are they mad, or are they right?"

"Hand on my heart?" Clara took a breath, "Most days he's mad and she's right…so yeah, they're right."

And she was REALLY hoping she was right about that, that it wasn't another thing like with Ross, where it was hopeless and they'd had to be sneaky and clever to keep her and the others from freaking out and attacking and making it worse.

"One question, then," Gretchen turned to look at the Time Lords, "Is this worth it?"

"If we can turn one Dalek, we can turn them all," the Doctor nodded, "We can save the future."

If they could do this without the radiation leak, if they could manage it without needing that influence…then there might be hope they could stop the rest. And the hope was what did it, what made it worthwhile.

"Gretchen Alison Carlisle," she told them, "Do something good and name it after me."

The Professor smiled a bit, they already had, in a way, they'd named a Galaxy 'Alison' once, hadn't…actually, they hadn't known WHY they'd done it. They'd found a little note posted beside the device that would record the name of it after they'd rescued it, it had been signed from them, requesting that they name it 'Alison' and hadn't really thought much of it. It was a nice enough name, and they were already stumped on what to call it, and had gone with it. She actually hadn't thought much of it till right now, hadn't even realized that perhaps, the future thems that had left the message, were THIS incarnation and not their lasts. She hadn't realized while they'd been on Christmas that it was a sign that they'd both survive, hadn't even considered it, it was such a small thing.

But it appeared they had a stop to make after all this was over, drop themselves a little note from the future.

"We will do something amazing," the Professor nodded, "We promise."

"Damn well better," the woman huffed, lifting the harpoon up.

"No, Gretchen!" Journey called, but it was too late, she'd already fired three wires up to the Cranial Ledge in a row.

"Go!" the woman pushed them on, turning to face the antibodies as they began to whiz towards them, descending from above.

"They're coming," Clara gasped, "They're coming!"

"You," the Doctor pointed at the Professor as Journey hurried to fasten the pulley systems to the three wires, "Be careful wife."

"Always am, husband," she smiled at him, grabbing one of the pulleys with the other women, "You as well."

The Doctor gave her a nod, watching as the pulley's activated, sending her, Clara, and Journey up. He looked at Gretchen as the woman fired at the antibodies, distracting them from him for a moment before hurrying way, trying to ignore the sound of her screams just as he made it out of sight.

~8~

The moment the Professor's feet touched down on the Cranial Ledge, she was off towards the memory banks.

"So what do we do?" Journey called as she and Clara followed after her at a run.

"You see those lights?" the Professor pointed at a few that were off, heading to a small panel on the side of the banks and leaning over to try and pry it off the wall, Clara hurrying to help her, "The ones that are off are suppressed. Chances are one of them is the star."

"What if the bulbs just need changing?" Clara offered, though there was a joking smile on her face.

The Professor glanced at her, "You two stay here, keep a look out, watch out for the antibodies," she pulled off her jacket and tossed it to Clara, gathering up her hair and literally tying it into a knot behind her head.

"Hold on," Clara reached out to grab her arm as the Time Lady turned to try and climb through the open panel, "You shouldn't be doing that!"

"Clara…"

"No," Clara tried to get closer, "I can do this, it's…it's cramped in there," she pointed, "It's cramped and small and you'll have to crawl through it and…"

"And what?"

"And you're pregnant!" Clara whisper-hissed at her.

"Clara…" the Professor gave her a sad look, "I've been trained for this, I know how to crawl without pressing my stomach to the ground, believe me…the Time Lords made sure we knew how to handle ourselves."

~/~\~

_The training facility was rather…complex. None of the Academics knew how it was possible that the High Council had been able to build such a facility, partly underground, without anyone noticing or bringing it up, but then again they supposed it was the nature of the High Council to keep things hidden and to prepare for the worst and prepare they had. It was filled with every sort of room they could think to use. There were rooms reserved for mental conditioning, for punishment, for hand to hand combat, for weapons, for obstacles…everything anyone could need to build an army…and that was exactly what they were doing._

_She swallowed hard as she waited at the end of an obstacle course that had been designed. It moved. It shouldn't move, but it did, it hadn't always but now it did. At first it was just hurdles and walls that had to be climbed, nets and boxes to jump over and duck behind. But then it started to move, the walls began to tilt on angles, the hurdles would grow higher, the nets start to sink the more you tried to climb up it so that you had to be faster than the fall. It was automated now, fully, always shifting, never the same design. She knew it was never the same, they all compared their notes about it but there had yet to be a pattern found. Nothing was ever predictable and that made it harder…because that was what the war would be, unpredictable._

_And they had to be able to determine what to do when something changed drastically, because thinking on your feet was the difference between life and death in the middle of a battlefield._

_She winced as a piercing noise echoed through the room, signaling for her and her competition to start the course. She ran, her legs moving before her mind even caught up with the fact that she was moving. She hated that, she hated reacting that instantly, it meant that her body wasn't hers anymore but what THEY wanted it to be, a machine meant to fight. But if she even tried to delay it a moment, then she'd be sent to the Core, the worst torture/punishment room in the facility and she didn't want that, not again._

_She was halfway up the netting when she realized what she was doing. She'd rushed down a ramp, rolled through a laser that had fired just as she hit the bottom of it and was now scrambling up the net, trying to ignore the smell of burned flesh from beside her. Her competition hadn't been quick enough to drop down, their leg had gotten burned. But she couldn't even think of that, couldn't let herself consider them, try to help them, couldn't risk slowing down or she'd be punished. So she focused on the net, focused on getting up it as it slowly started to lower. She let go of her leg, stopped using them and only climbed with her arms, using them to haul her entire body up. It was easier that way. The feet got tangled and when they tried to push up they never did as much as the arms pulling._

_She reached a small ledge near the top and ran for it, jumping at the last second as the floor dropped out beside her, rolling once she hit the other side, leaping to her feet and grabbing the small pulley that was attached to a wire at the end, carefully maneuvering herself to slide down it, dropping to the ground and running on, not even stopping, not looking back. You had to get through it and you had to get through it fast and first to avoid punishment. She felt guilt surge in her as she heard a grunt behind her, the competition landing from their own pulley, pushing herself faster, needing to be through first even it if meant the other one was punished for failing to win._

_She dove into a small cut in the floor, into the water that had filled the small pool and swam as fast as she could, not trusting to come up for air until her lungs were burning for air, but by then, the adrenaline pushing her, she'd made it to the other side and hauled herself out of the pool, running on, ignoring the sopping wet trail she was leaving behind her. That would get her a minor punishment though. She didn't understand what the Council wanted her to do. They were punished if they left a trail, because the enemy could follow it, but there was literally NO way to stop the water once you were soaking wet, a trail happened no matter what._

_She nearly sobbed as she saw the end of the course, there was just one more, a small sort of tunnel that had been carved out. More like the floor had just a very narrow, flat part cut from under it. She dropped to her knees, using her elbows to drag herself through it, crawling as fast as she could, shifting her legs so that her feet were helping propel her faster…_

_Only to scream as something tore into her stomach._

_She scrambled up more, onto the tips of her knees and elbows and scrambled on, faster, feeling a stinging sensation on her front, feeling the water seeping into it…and realized the water was salty, it made her front burn even more than it did._

_It wasn't till she'd made it to the other side, till she saw that her competition had been smart enough to go in on their knees and elbows instead of flat on theirs stomach that she realized what happened. She could see the competition sprinting for the end of the line, the red flecks falling to the stark white floor from where their elbows and knees were cut and blood seeped out._

_She looked down at her stomach, sitting there on her knees, knowing that there was no way she could get up and win, if she could even finish. She flinched thinking of not finishing and pushed herself up, her hand wrapping around her middle, trying to ignore the warm oozing blood that was seeping out between her fingers as she struggled to at least finish. There had been something jagged in there, like broken glass or scarps of metal, shards of something that cut right into her stomach and chest as she tried to get across it and ended up cutting herself because she was too close to the ground. Her entire front was soaked in red by the time she made it to the end of the course, collapsing back to her knees, her body going numb before she even realized two of the guards had grabbed her arms to drag her over to one of the trainers, too weak from the blood to even notice…_

_Till the man pressed his hand against her stomach, twisting his hand to make the wounds feel worse, open wider._

_"Let this be a lesson," the man spat in her face._

_All she could do was bow her head and nod, her body trembling as it started to go into shock, the guards turning to drag her out of the room and to the infirmary._

_She would NOT make that mistake again._

~/~\~

"Trust me Clara," the Professor swallowed, shaking her head from her thoughts, "My stomach will be fine, and I'll still be quicker than you."

Clara bit her lip but nodded, draping the Professor's coat over her arm as the woman tucked into the small compartment.

The Professor took a breath and began to move as speedily as she could down the small, cramped section behind the memory banks, needing to get to the ones that were darkened.

~8~

"Well, Rusty," the Doctor called as he managed to make his way up to the Dalek, literally right before its single eye, standing on a small platform that ran across it, needing to distract the Dalek as well as speak to it, "Here we are. Eye to eye."

"You cannot save the humans," it stated, "They will be exterminated. I shall join the Dalek units in the final attack."

"I saved your life, Rusty," the Doctor reminded it, "Now my wife and I are going to go one better. We're going to save your soul."

"Daleks do not have souls."

The Doctor hesitated in saying what he wanted to, that he fully agreed with the monster, but he needed it to think that he thought there was something worth saving, and he HAD to make the Dalek believe that, "Oh, no? Imagine if you did. What then, Rusty? What would happen then?"

~8~

"Professor?"

The Professor looked back, hearing Clara call to her from back where the panel had opened, "I'm in the cortex, Clara," she reached out and banged on the wall so Clara would know how far in she was. She quickly scuttled a few more feet to a dark section, "Activating the first suppressed memory," she called, before slamming her hand on the panel, turning it on.

~8~

The Doctor frowned when he looked over to see a flash of light coming towards them, towards a visual screen behind him, one that was meant to be connected to the eyestalk but was not receiving the suppressed memories.

Soldiers, dying.

"Your memories," the Doctor gestured at them, "We're about to give some back to you."

~8~

"Light's on!" Clara cheered through the wall, "Everything alright?"

"Yes," the Professor looked ahead, making out the next dark panel and heading for it, "Keep in mind, Clara, it's a brain. Electrical pathways link up memories, the more panels that light, the more memories it has."

"So it's not the bulbs then?" Journey asked, though the Professor could detect a hint of a laugh in the woman's voice, relief.

~8~

"See, all those years ago, when I began," the Doctor turned, flashing the sonic on a small bit of flexible tubing at his feet, some covered by a set of neurons that had grown over it, "I was just running. Running from someone I thought I'd hurt, turns out…I'd hurt her more by running than I did in what came before it," he sighed, "I went out into the universe, called myself the Doctor, but it was just a name, a name my wife had given me actually. But then…then I went to Skaro. And I met you lot and I understood who I was. The Doctor was not the Daleks."

~8~

"You'd better get a move on!" Journey shouted through the wall, "There's company coming."

"Antibodies?" the Professor called.

"Yeah!" Clara shouted.

"Don't MOVE," the Professor reminded them, "And don't fire your weapons. Clara keep her from doing something stupid."

"Got it!" Clara replied as the Professor moved on, reaching the second dark panel and slapping it, illuminating it.

~8~

The Doctor glanced back, seeing another set of images, this time of the Daleks flying through space, attacking the Earth, he could recognize the timing, it was when they'd stolen the Earth. His jaw tensed at the memory of who he and the Professor had been then, of what had led to it, of Rose and the Professor and the Professor's death…

He shook his head and focused back on the wires he was working on, "Oh, look," he mumbled, "It's your memories again. It's like somebody's mucking about up there. Memories, all those memories. Do you remember the star you saw being born?"

~8~

"One more panel!" the Professor shouted to the others, listening intently for any sort of sound that indicated the antibodies were attacking, but so far it was silent.

"Hurry up!" Journey snapped, "Just hurry up."

"This better be it," the Professor muttered, slamming her hand down on the very last suppressed memory in the bank, waiting with baited breath as the lights flickered just after the panel lit up.

"You did it!" Clara cheered, "It's rebooting. The antibodies are going away!"

The Professor let out a relieved breath at that, letting her head fall back onto her arm a moment, "I'm on my way back," she told them, starting to shuffle backwards as fast as she could, looking over her shoulder as she went.

~8~

The Doctor couldn't help but grin when he saw the memory that was playing now, the star being born and, even in a Dalek memory, it really was a beautiful sight. Well, beautiful enough, he was quite sure there was at least one birth on the horizon that would be able to top that, to top them all…and he was determined to see it happen, when his child was born, he'd be right there to witness it.

"I…I remember," the Dalek breathed, the Doctor looking back to see its eye was trained on the image before them.

"You saw the truth, Rusty," he began, "Remember how you felt. You saw a star being born. The endless rebirth of the universe…"

"No."

The Doctor frowned at that a moment, but kept on, needing this to work, "And you realized the truth about the Daleks. Let me show you the truth," he picked up the wire he'd been working on, "I've opened your mind and now I'm coming in," he grabbed the other half of it and pressed them together, wincing and grunting as the energy of the neurons surged through him, integrating him with the Dalek's mind for just a moment, he wasn't sure he could bear much longer than this single moment, wasn't sure he wanted to risk what he'd be if he exposed himself that much to the mind of a Dalek, "I'm part of you. My mind is in your mind."

"I see your mind, Doctor," the Dalek's eye widened, "I see your universe."

The Doctor grunted, glancing over his shoulder to see images flickering through the viewing screen, different images of the universe, of planets and people and stars, "And isn't the universe beautiful?"

"I see beauty."

"Yes, that's good," he nodded, turning back to the Dalek, trying to focus, "That is good. Hold on to that."

"I see endless, divine perfection."

The Doctor didn't look back, but he was sure if he had the image would have been of the Professor, but he shook his head, it was just wishful thinking, even in his attempts here he'd never bring her up to the Dalek, he'd never risk that, this had to be about the universe and just that, "Make it a part of you. Remember how you feel right now. Put it inside you and live by it."

"I see into your soul, Doctor. I see beauty. I see divinity. I see hatred…"

He frowned at that, "Hatred?"

"I see your hatred of the Daleks and it is good."

The Doctor shook his head, and looked over his shoulder, his breath leaving him as he saw the images of his own memory behind him, of the Dalek Crucible exploding, of all the times he'd encountered the Daleks and destroyed them, of all the times he'd protected the Universe from their attacks, "No, no, no," he tried to focus, tried to think of something else but…it was rather like what Reinette had once told him, a door once opened could be stepped through in either direction and now…now the Dalek was invading his mind, controlling where his memories went…and it wanted to see the Daleks through HIS eyes, "You must see more than that, there must be more than that!"

But it was too late, the Dalek had latched onto that, "Death to the Daleks. Death to the Daleks. Death to the Daleks!"

"No," he turned back to the Dalek, "There must be _more_  than that. There must be more than that. Please."

There HAD to be more to it than that, HIS idea of beauty couldn't be the destruction of the Daleks, it couldn't be. He could not be THAT much like a Dalek! His soul and mind and heart couldn't be that blackened that it saw destruction as good and hatred for the Daleks as beauty. He remembered meeting the Minister of the Daleks, how they had thought hatred was beautiful and it had disgusted both him and the Professor, this could NOT be his definition of beauty or goodness.

He winced, looking over his shoulder hearing sounds now on the viewing screen and realized it wasn't a memory any longer.

He dropped the wires, watching as the Dalek, in the middle of attacking the Aristotle, stopped…and began to fire on the other Daleks, trundling through the base and firing at as many as it could, destroying them every which way.

"The Daleks are exterminated!" the Dalek cried out in victory.

The Doctor let out a breath, watching as the last Dalek was blasted to pieces on the screen, "Of course they are. That's what you do, isn't it?"

He looked back at the Dalek before shaking his head in disgust and turning to walk away. All he wanted right now was to find the Professor and get them all out of there.

~8~

The resizing process had been more enjoyable than the miniaturizing process, however it had still left the Professor with aching joints and some pain in her bones. It wasn't dangerous to miniaturize while pregnant, every molecule in the compartment was meant to shrink with it, even the baby, the baby was perfectly safe…it was just uncomfortable to be resized. That and she could still smell the liquids they'd been dropped in dried onto her clothing and it was making her nauseous again, but she tried her best to breathe through her mouth, needing to last just a bit longer as they faced down the Dalek, show a weakness and the enemy WOULD use it against you. So far the Dalek, and the others, didn't seem to realize she was pregnant but she knew, the second that it was revealed to the Doctor's enemies, to her own enemies, that she was with child, it would just be a red target on her for them to use her to get to the Doctor. She knew how her body would change the bigger she got. She'd be slower, more sluggish, tired and irritable and less rational and hormonal and it would just make for a mess of a soldier, if she could even cling to that level of control by then. She'd be a sitting duck, easier prey for their enemies and she didn't want that, she didn't want to become that easy to pick off.

So she had to hide it, for now, had to hide her pregnancy as long as she could, to keep them all safe.

"Journey," Morgan called as Journey led the Doctor, Professor, and Clara out of the lab and towards where her uncle was standing with the Dalek beside him, surrounded by what was left of the soldiers.

"Uncle Morgan," she hurried over and hugged him tightly.

"I have transmitted a retreat signal," the Dalek informed them, "The Daleks will believe the humans have initiated the ship's self-destruct."

"What about you, Rusty?" Clara eyed the Dalek.

"I must go with them."

"Of course you must," the Doctor nodded, regarding the Dalek closely though he remained nearly glued to the Professor's side. Given that the Dalek had been able to turn on them once before, who knew how long their altering would last this time, "You've unfinished work, haven't you?"

"Victory is yours, but it does not please you," it observed.

The Doctor barely managed not to sneer at the pepperpot, "You looked inside me and you saw hatred. That's not victory."

"A victory would have been a good Dalek," the Professor agreed.

"I am not a good Dalek," it stated, its eyestalk shifting between the two Time Lords, "You two are good Daleks."

The Doctor and Professor stiffened at that, but the Dalek just turned and trundled down the hall.

"Till the next time," the Doctor called, sending it a glare as it disappeared through a door.

"Next time, I destroy the Daleks again," the Professor muttered, though she felt tears prickling at her eyes for what the Dalek had said about them. She shook her head, she was NOT going to let a DALEK of all things get to her or upset her.

Bloody hormones.

The Doctor reached out and took the Professor's hand, sensing her emotions flaring along with the nausea rolling inside her and wanted to get her out of there. So he turned and led her down the hall, back towards the hanger where the TARDIS had been parked, leaving Clara to chase after them a few moments later.

"Doctor!" they heard Journey shout just as they reached the doors of the box, "Professor," they turned to see the woman running up to them, "Take me with you."

The Doctor glanced at the Professor for that, but she shook her head minutely, making him nod and turn back to Journey, "We think you're probably nice. Underneath it all, we think you're kind and you're definitely brave," he eyed her, "I just wish you hadn't been a soldier."

"But SHE'S a soldier too," Journey pointed at the Professor, stepping closer to them, tears in her eyes as she was being denied this opportunity.

"Yeah, she is," the Doctor nodded, "Two soldiers per TARDIS."

"There's only one of her," Journey argued.

The Doctor stepped closer to the Professor, his back to Journey as he reached out and put a hand on the Professor's stomach, both her hands coming to rest on hers, "One's a-cooking," he informed the woman, before sliding his hand to the Professor's hip and turning her to lead her into the TARDIS, waiting till Clara had followed before shutting the door, the box disappearing from before Journey's eyes moments later.

~8~

"How do I look?" Clara called, making the Time Lords look over at her from the console, both of them changed into cleaner clothing but still the same outfits. Clara though, had changed into a different red shirt and trousers, though the Professor was sure she just wanted to make sure she looked like she hadn't been running through a Dalek and getting covered in other unmentionable fluids.

"Sort of short and round-ish," the Doctor answered, going back to the controls, "But with a good personality, which is the main thing."

Clara gave him an unamused look, "I meant my clothes. I just changed."

"Oh, good for you, still making an effort."

The Professor shook her head, "You look lovely Clara."

"Not as lovely as you," the Doctor called to the Professor as Clara opened her mouth to thank the woman.

The Professor had to shake her head at that, she was noticing something…different about this Doctor. He'd always been fond of humans, still was in a way she felt, but the way he responded to them and her made her laugh and smile. It was like he was only a certain way with her and anything he wasn't with the humans, he still was with her. He didn't like hugging them, he hugged her, he thought they were pudding-brains, he thought she was brilliant, he thought they were rather ordinary in appearance, he thought she was lovely (even though humans looked like Time Lords). She supposed she should ask him about it one day, when her mind was less scattered and she could sit down for more than a moment or two without wanting to get up and walk about while she still easily could. She wanted to walk as much as she could before she started to waddle as she was likely to do eventually.

She really should ask him why he'd done such a 180 in how he saw the humans compared to how he saw her, but for the moment it was more amusing.

She turned and pulled a lever, setting them down, "Ok, you're back in the cupboard, thirty seconds after you left."

Clara nodded and headed for the door, trusting that, as the Professor had landed them, that she WAS actually only 30 seconds later instead of 30 days or years later, "When will I see you again?"

"Oh…soon," the Doctor waved it off, "Or later. One of those."

Clara opened the door, about to step out, but paused, looking back at them, "I don't know."

"I'm sorry?" the Doctor looked over from where he'd been staring at the Professor towards Clara.

Clara smiled, pleased that another thing hadn't changed all that much, he still stared at the Professor like she was his world, "You asked me if you're a good man and the answer is…I don't know. But I think you try to be and I think that's probably the point."

"And that is most certainly what counts," the Professor agreed.

The Doctor smiled and looked between the two of them, before focusing on Clara, "I think you're probably an amazing teacher."

"I think I'd better be," Clara winked, nodding at the Professor, "I have a pretty amazing example to live up to," she gave them a small wave before she stepped out.

"Do you think I'm a good woman?" the Professor turned to the Doctor instantly the moment the doors had shut.

"I think you are the most fantastic, brilliant, beautiful, woman in the Universe," he reached out to take her hand.

She smiled smally at that, "Do you really think our child will be a soldier too?" she asked, more quietly this time, her free hand moving to her stomach.

He looked down, recalling his words to Journey, that only two soldiers were allowed in the TARDIS at a time, it was a bit of a play on words. When he'd regenerated in the Time War, he'd become the Warrior because the Professor had become a 'soldier.' So it was really 3 fighters in the TARDIS, but 2 soldiers specifically, "I think…I want our child to be strong," he looked up at her, "Like its mother."

"And fast, like its father," she nodded, thinking about when they'd found that spacesuit in 1969, strong and running away, that was them, the both of them actually, "I just want it to be happy. I want to be a good mother."

"And you will be," he stepped closer, taking her other hand off her stomach and holding it, "We both will be."

"I'd rather you be a good father," she teased, making him roll his eyes.

"Whatever happens, Kata, our child will be safe and loved," he promised her, "No one's ever been able to beat us when we work together, right?"

"Right," she smiled more fully this time, "Together, we'll be fine."

She just had to hope that the pit in her stomach that gnawed at her, that constantly made her put her hand to her stomach to check that the baby was still there, would go away. Because all it did was make her worry, not just for the future of what their child might become because of having them as parents, but…if there would even be a future.

She'd already lost one baby, if not possibly more, she just…she didn't want to lose this one too.

* * *

**Notes for the Chapter:**

> I hope you like this chapter :) I'll admit, this wasn't my favorite of the series, I can say, for this story though that I'm SO looking forward to the Caretaker, but I can't say why }:)


	3. Robot of Sherwood

The Professor was leaning against a railing up on the top level of the console room, her arms crossed over her stomach as she watched the Doctor working out some Gallifreyan mathematics on the chalkboard that had appeared there when the TARDIS revised itself. She shook her head, watching what he was doing. He was trying to keep track of dates and times after his stint on Christmas. His memory had gone a bit near the end and he was trying to calculate her exact expectancy date. Being a doctor and all, he should have been able to determine when her 'due date' was but he hadn't actually thought about it till now. It was rather hard to pick a date when, in a time machine, that date could be tomorrow on accident. But he was trying to work out hours and days in general so that they had an idea of when she would pop.

There were a few tallymarks on the side of it, he was keeping track of days by 24 hour intervals now, trying to keep in mind how long it was for them, compared to Clara. It seemed like they were almost making it 4 weeks before they found Clara again. Right now she was about 3 months pregnant or just a bit less, 12 weeks so far and showing more. Her shirt wasn't quite a loose dress so it was starting to tug, making the bump visible when she turned a certain way or stretched. The Doctor kept glancing over at her, his brows all furrowed as he did more calculations on the board. They were trying not to let on to Clara just how much time passed for them between trips for her. While it might be days for her, even months, or back to hours, it was weeks for them.

She kept trying to get the Doctor to visit Clara more often, but he seemed to be procrastinating it, it was odd. With the Ponds, he'd always been so eager to go see them, same for Clara before he regenerated. Every Wednesday for the girl became every few hours for them. She was starting to question if it was just the adventures that he was after since they still had plenty of that even without Clara. It really was odd to see him acting like this, acting like he'd rather it just be the two of them and Clara was an afterthought.

But she caught glimpses into his head, from time to time, and…well, it really WAS like that. He'd spent so long without her that he wanted to make up for all that lost time, he wanted it to be just them for as long as possible. But Clara WAS like a granddaughter to them and she'd hit a point where she missed the girl and, even without needing to be asked, the Doctor would take the TARDIS to go visit Clara, prepare for another adventure, just to appease her. It was sweet that he did it without question, without needing to be requested, he really was trying his hardest to make this an easy pregnancy for her, to make her happy and comfortable. And she knew it was because he still felt guilt for Christmas. He'd been trying to protect her in sending her away, keep her and their child from being caught in a war, keep their son or daughter from being raised in the middle of a battlefield. But it had killed both of them for him to do it. He'd been parted from her and she'd been without him and both had missed the other.

He wanted to make up for that, to show her he wasn't going to let her go again, wasn't going to be parted from her like that again. He wanted all the time in the world, which they had, to be with her, just the two of them. Clara HAD become an afterthought to him, which did upset her at times. She tried to remember that he'd been alone for centuries, that perhaps he'd gotten his fill of humans, that maybe being so close to the Time Lords but so far away from all of them had made him crave being near her even more. There were so many possibilities, and she was trying to just accept it, to go along with it for him, because he had suffered centuries alone while she'd had Clara and it had only been hours for her. She couldn't expect him to feel the same about Clara after all that separation, she was honestly surprised he felt the same about HER after all that.

Well, not exactly the same, it seemed like all his focus has been put on her and protecting her, making sure she and their child were alright, much like his intention had been on Trenzalore. He'd failed, in the end, she remembered, he'd had to see her hit by a Dalek and dying, he'd tried so hard to protect her from the end they both knew they'd face on Trenzalore, tried to avoid that future, but it happened nonetheless. He wasn't going to risk it this time…and neither was she.

She winced, reaching up a hand to rub the center of her chest.

"What is it?" the Doctor turned to her instantly at the move.

"Hearts burn," she gave him a reassuring smile. She'd noticed it had started a bit recently, her chest would get an uncomfortable sensation near her hearts.

"Here," he reached into his pocket and tossed her a banana.

"A banana?" she lifted an eyebrow at that.

"Bananas are…"

"Good?" she laughed.

He smirked, "Full of potassium," he corrected, "You're probably hungry," he nodded at the fruit, "Have a healthy snack."

"Doctor's orders?" she joked, starting to peel it.

"Oh yes," he nodded, watching till she started eating it before turning back to the board, eyeing his calculations and then nodding to himself, placing the chalk down before he made his way over to her, leaning on the railing beside her, ignoring the squeaking of his leather armchair a bit below them that Clara was sliding back and forth on in boredom, "What do you think?" he crossed his arms and looked over at his wife.

"Hmm…" she hummed, "I think we've pulled Clara into enough adventures," she swallowed a bite, "Let's let her pick the next trip."

"Ooh," he grimaced, "Do we have to? She'll pick a boring one."

"You don't know that."

"She's one of the pudding brains!"

"She's OUR pudding brain."

"You know I CAN hear you," Clara called up to them, but they didn't look back down.

"She's our granddaughter too," the Professor nudged him, "We should trust that she'll pick a good one by now. Or…" she challenged him, "Are you saying you haven't taught her well?"

The Doctor's lips pursed at that, but he spun around, his hands on the railing as he looked down at Clara, "Take a punt," he called to her.

"What?" Clara blinked up at him.

"Your choice. Wherever, whenever, anywhere in time and space."

The Professor turned as well, half the banana gone, "Anywhere at all," she added.

Clara bit her lip, "Well," she turned coyly in the chair, seeming almost shy to say it, "There is something…some _one_  that I've always wanted to meet. But I know what you'll say."

"Try us," the Doctor challenged.

"You'll say he's made up, that there is no such thing…"

"Go on."

"It's…" she took a breath, "It's Robin Hood."

"Robin Hood?" both Time Lords repeated.

Clara pushed off the chair and hurried up the stairs towards them, "Yeah. I love that story. I've always loved it, ever since I was little."

"Robin Hood," the Professor repeated once more, "The heroic outlaw, who robs from the rich and gives to the poor."

"Yeah."

"He's made up," the Doctor deadpanned, "There's no such thing."

"You see?!" Clara pointed at him accusingly.

"Old-fashioned heroes only exist in old-fashioned story books, Clara."

"And what about you two?" she scoffed.

"Us?" the Professor shook her head.

"Yeah, you," Clara rolled her eyes, "You two stop bad things happening every minute of every day. That sounds pretty heroic to me."

The Professor nearly snorted at that, "Clara, you haven't heard the half of it, and not all of it is good," she sighed, "Trust me, to some people…our stories aren't those of heroes."

"You are to me," Clara offered.

"We're not heroes either," the Doctor shook his head, "Well…I'M not," he reached out to the Professor, "YOU though," he told her, "You're my hero."

"And you're mine," the Professor smiled, "Quite literally," she remarked, "Do you remember the first time you saw me after the War?"

He hummed at that, nodding, his eyes looking at the wall over her shoulder in memory, "I just saved you from the Krillitanes…"

"See," the Professor reached up to pluck a part of the banana off instead, "MY hero," and held it up to the Doctor to eat as well.

"I think you saved me first," the Doctor countered, "Just seeing you again," he shook his head, "Realizing who you were…that saved me from…everything."

Every bad emotion, every negative thought, every dark wish…every bit of abuse that the War had left on him, every scar, just…having HER back had saved his soul. It had haunted him, for so long, thinking that she'd died in the War, having her back in his life…it was like he could breathe again, to have another of his people alive was a miracle, to have HER back…it was more than he deserved.

"And we'll keep saving each other," the Professor promised, "We've got the rest of our lives."

Clara had to smile at that, "Still in the room," she reminded them.

The Doctor rolled his eyes at that and gave the Professor a look that clearly said 'THIS is why I want us alone,' before he looked at Clara, "We really aren't heroes to anyone else Clara, or we shouldn't be. We're just passing the time. Hey, what about Mars?"

"What?!" Clara frowned.

"The Ice Warrior Hives!"

"You said it was my choice," Clara huffed.

"And the last time we dealt with an Ice Warrior, he nearly blew up a submarine and started a war," the Professor reminded him.

"Ok, the Tumescent Arrows of the Half-Light?" the Doctor offered, "Those girls can hold their drink."

"Doctor," Clara sighed.

"Can't drink, husband dear," the Professor reminded him, gesturing at her stomach, "Unless you meant YOU drink and get smashed again and need me to carry you out of the bar in a fireman's hold…"

"No," the Doctor frowned at that, "No heavy lifting for you."

"Heavy?" she scoffed, poking him as he started to make his way down the stairs towards the controls, "You're almost as much a twig as your 10th self was."

"We probably weigh the same," he commented.

"Are you calling me FAT?" she put her hands on her hips, knowing she was heavier with the baby in her, that she was eating more and gaining weight and for him to comment that THEY weighed the same instead of just saying that he was not as skinny as his 10th self, it HAD to mean he thought SHE was heavier than his 10th self.

"No!" he shouted, "No, no, no," he took her hands, "I meant that I am heavier than he was, and if you weigh the same as me it is a very healthy weight and I am very pleased about it."

The Professor's eyes narrowed at him, "Nice save."

He smiled, "I still think the Tumescent Arrows would be good, they fracture fifteen different levels of reality simultaneously. I think I've got a Polaroid somewhere…"

"Doctor!" Clara shouted, standing on the steps, actually stomping her foot at that, "My choice. Robin Hood. Show me."

The Doctor blinked at that and looked at the Professor, "Did she just stomp her foot?"

The Professor nodded, "She's on the verge of a tantrum, I'd say."

"Must get it from your side of the family."

"Oi!"

"Mayra," was ALL he had to say for her to actually nod at that, her cousin was very…cross when she didn't get her way.

She sighed, "Come on, let's give her 'Robin Hood.'"

"Very well," he muttered, moving to the console and helping her put in coordinates.

"Earth. England. Sherwood Forest," the Professor murmured, "Let's say around…1190AD."

"But you'll only be disappointed!" the Doctor called up to Clara as the girl grinned and dashed up the stairs towards the halls, shouting something about needing to get changed, leaving them to their piloting. He shook his head and looked at the Professor, "Not going to dress for the times?"

She considered it a moment before shaking her head, "Not really ever was much of that, was I?" she thought back to some other trips. she'd never really been overly eager to dress for the times, for a mission yes (Donna was quite crafty when she was trying to convince her to dress up), but she'd always really preferred her own clothing. Well, sometimes she'd dress up more to try and get the Doctor to blush but...she just...

She was pregnant.

And she knew the sorts of dresses the TARDIS had in stock, they were all clinchy and tuggy and would just make her stomach more visible and well...she wasn't used to NOT being a lean, mean fighting machine, as the humans would call it. She'd always been thin, toned, lean, mostly from her dancing in her spare time, and then her training and she just...wasn't used to actually having weight on her. Looking down at her stomach and actually seeing it start to poke out threw her for a loop. She wasn't sure how she should feel about her body, she knew the Doctor was LOVING it, seeing her getting bigger, could hardly keep his hand off her stomach, but she just...it was weird and she wasn't used to it. She wasn't sure if she ever really would be. Over 1000 years of being one body type, and then to be all soft and mushy and bulging was...well, she wasn't sure.

"You'd look lovely," the Doctor commented, giving her a look that told her he knew exactly where her thoughts had gone.

She smiled at him a bit, "I prefer these," she gestured at her current outfit, "More me."

He nodded, but walked around the console to her, reaching out a hand to rest on her stomach, "The bigger you get, Kata, means the stronger our child is," he reminded her.

She nodded at that, "I know," she swallowed, "And I want it to be big and strong..." she winced, "Well, not TOO big," she really would rather it not be a 20 pound baby she'd have to somehow get out of her body...and SHE would have to do it because the Doctor would either be going too frantic to handle a scalpel, or have one of his hands broken by her squeezing it, or be passed out...one of the three, so it would be up to her to do the hard work.

The Doctor chuckled softly at that, leaning in to give her a kiss, "Come on," he tugged her to the back, having reached out to pull a lever down and set them to land, "Let's have a snack, you and me, while Clara picks out a dress. Should take her a few hours."

The Professor hummed at that, "I could do with some custard."

"Custard it is."

"And some sardines."

"Whatever you want, wife," he smiled at her, making her grin and walk more briskly beside her.

Maybe he'd even try some sardines and custard, it was just another type of fish wasn't it and his last experiment with a type of fish and custard had worked out rather well.

~8~

Sardines and custard did NOT mix well, it appeared, or so the Professor would guess given by the slightly green color on the Doctor's cheeks as they stepped out of the TARDIS and into Sherwood Forest. SHE had thought they were delicious, he'd tried one and gone all green, pushing his portion over to her for her to enjoy…and then insisted on her brushing her teeth after as her breath did smell like sardines and even SHE was getting nauseous at the smell. She'd asked him if that was normal, to be THAT sensitive to smells, to be that ill that quickly, this early in a pregnancy, but he'd just gotten flustered and told her that he honestly wasn't sure. Mayra had been a right disaster from the moment she realized she was pregnant to the birth, had actually scared him away quite a few times and made it clear she blamed him for that and to stay away from her…and then, the next hour, she'd be a sobbing wreck begging him to come hug her, only to start shouting at him moments later.

He'd actually feared for his life with that woman.

Which had made her laugh to hear and remind him that SHE, unlike her cousin, had a blaster on her at all times and he really should fear for his life more with her than he had with Mayra. But he'd pulled her into his arms and reminded her of what she'd said when the Ponds had gotten married, that she would never hurt him, that she could stop him doing things, but that she'd never hurt him. And he trusted her, he trusted himself as well, that no matter how upset or angry she got at him during the pregnancy, that he'd be able to soothe her. They always had been able to, to shout at each other and confront each other and feel safe in the knowledge that they weren't going to hurt the other.

The Professor inhaled deeply as they looked around. The forest was warm, the sun shining, the smell of pine and flowers reaching her, along with the crispness of water from the stream just a few feet away. There was a large log fallen across the stream, like a bridge, with birds singing above them, and everything just beautiful.

The Doctor, however, wasn't taking that in but was more looking around for something and rolling his eyes, "No damsels in distress, no pretty castles, no such thing as Robin Hood."

The Professor reached out quickly, snatching something that was flying towards the TARDIS in her hand and holding up an arrow for him to see.

"Good catch milady!" a voice called from ahead of them.

They looked over to see a man with light brown, almost reddish hair step out from behind a tree across the stream, dressed entirely in green, with a finely trimmed moustache and beard, a bow in his hand and a quiver on his back.

The Professor blinked at him, "Robin Hood?"

"You called?" the man winked, causally making his way towards them, but leaving the bow and quiver against the tree he'd been behind, "Very, very nicely done with the box, sir. I saw a Turk perform something very similar at Nottingham Fayre. It's a trick with mirrors, no doubt?"

"A trick?" the Doctor scoffed.

"A good jest. Ha, ha!"

"This is not a trick," the Doctor's eyes narrowed in offense, "This is a TARDIS!"

"Our TARDIS," the Professor added.

'Robin Hood' merely laughed at that, quite heartily, "Whatever it is, you bony rascal, I'm afraid I must relieve you and your exquisite lady of it."

The Doctor's eyes narrowed at that, "That's MY WIFE you're talking about."

Robin just smirked, "But you do not deny she is exquisite."

The Doctor rolled his eyes at that, "Of course not, have you SEEN her?" he gestured at the Professor beside him, making her blush slightly and shake her head to try and stop the flush spreading.

"You can't have our TARDIS though," the Professor added, "It's our property."

"Well, don't you know all property is theft to Robin Hood?" the man hopped onto the middle of the log, throwing his arms out a moment before placing his fists on his hips, striking a pose with his nose in the air.

"You're _not_  serious," the Professor started to laugh, this was just too ridiculous. The man was so over the top he had to be some random bloke who was having a laugh.

"I'm many things, milady," the man winked, grinning widely when the Doctor's expression grew more scowl-like, "But I'm never that. Robin Hood laughs in the face of all. Ha, ha, ha!" he laughed for extra effect.

"And do people ever punch you in the face when you do that?" the Doctor half-growled. It wasn't that he had an issue with people talking to the Professor, they could talk to her, fine…but this man…he got the distinct impression that he didn't know how to talk to a woman, but that his only method of conversation involved flirting and he would NOT have that, not with his wife, not with his Kata.

' _Calm down,_ ' the Professor put a hand on his arm, ' _The only man I want flirting with me is you, Theta._ '

"Not as yet," Robin answered cockily.

"Lucky we're here then, isn't it?" the Doctor countered, "Because I guarantee you if I fail, my wife won't."

They could see the man open his mouth to reply, the Professor's eyes narrowing as she saw the hints of some sort of scoff coming, like the man highly doubted SHE could punch him or even land a hit, but then his eyes widened considerably and started to stare past them. They looked back to see Clara hurrying out of the TARDIS, her head down as she kept an eye on her feet, trying not to trip over the gown she'd selected. It was an orangey-red gown that went down to her feet, made of a velvet-like material. The neckline was scooped and round, with long cut-away sleeves and a small belt around her waist. She'd also adopted a small headdress, like a strand of a circlet with a small charm held up in place on the center of her forehead.

' _Thank god,_ ' the Doctor muttered in the Professor's head, making her look over to see him smirking at how Robin was staring at Clara.

The Professor blinked at that before she rolled her eyes and shook her head, realizing that he was actually HAPPY that Clara was there now…because it would distract Robin. Which was, she supposed, a good thing. If the man had kept up trying to flirt with her, the Doctor would have probably dropped him in a supernova and then what would happen to the Robin Hood legend?

"Might be a little bit much," Clara was tugging at the sides of her dress to lift up the hem, allowing her over to them without falling on her face, "But what do you reckon?" she put her hands on her hips and showed off the gown.

"By all the saints," Robin called breathlessly, interrupting their commentary on her attire, "Are there any more in there?"

Clara looked over, reaching out to the Professor's arm as she stepped in between the two Time Lords, gaping at the man in green standing there on the log, "Is that…"

"No," the Doctor answered promptly.

"We're not entirely sure," the Professor admitted, making the Doctor look at her, "He WAS based on a real man," she reminded the Doctor.

"Oh, my God," Clara gasped, before grinning, getting more excited, "Oh, my God! It is, isn't it? You found him. You actually found Robin Hood!"

The Doctor rolled his eyes as Clara started to get all giggly and grinny, "That is not Robin Hood."

"Well then," Robin began to walk more to the edge of the bridge, towards them, "Who, sir, is about to relieve you and your divine wife of your magic box?" he pulled his sword from his belt, holding it up at the Doctor with a grin.

The Professor reached out and grabbed the Doctor's hand as he began to walk towards the fallen log, "Let me?" she asked with a grin of her own.

"No," he shook his head.

"Please?"

"No."

The Professor frowned at that, before a thought struck her, "I wonder if it still works…"

"If what still works?" he looked at her, confused.

The Professor just smirked a moment before schooling her features into the saddest expression Clara had ever seen, her eyes wide and blinking, staring up at him earnestly. It looked odd to her, to see that expression on such an older face as the Professor's, but whatever it was…it was working.

"Fine," the Doctor huffed.

"What do you know," she beamed, "Sad eyes always works."

The Doctor rolled his eyes at that, "Yes, yes, you and your sad eyes," he grumbled under his breath, "I should be too old for that to work."

"It works because you love me," she reminded him, "As long as you love me, you won't be able to bear seeing me sad."

"Then I am forever doomed to fall prey to them," he let out a mock-sigh at that, though the corners of his lips quirked up, "I'll always love you, wife."

The Professor leaned in and gave him a quick kiss, "The feeling is mutual husband," she reached into his jacket and quickly pulled out a rather large spoon, "What do you think?" she held it up.

He laughed at that, "Robin Hood vs. the Spoon? Now that'll be a legend he won't be boasting about."

"Ooh but all legend is based in fact," she started to step backwards towards a very confused Robin.

But the Doctor reached out and took her free hand, "Be careful," he gave her a meaningful look, telling her that if there was even a doubt, even a hint that she was about to be hurt, that he would step in without a second thought.

The Professor stepped closer to him once more, pulling her blaster out and handing it to him, "Be patient," she reminded him with a look, turning to go only to spin around again, "HAS your aim improved at all?"

The Doctor just rolled his eyes at that, making her laugh as she approached Robin, Clara hurrying over to the Doctor's side, "Is she really gonna duel Robin Hood with a…a spoon?"

"Well I wasn't going to give her the fork or the knife," the Doctor muttered, "She'd kill him with both."

Clara blinked, "You really don't think she'd find some way to kill him with a spoon?"

The Doctor considered that a moment, "Right…"

Clara shook her head, crossing her arms as they turned to watch.

"Sorry Hood," the Professor hopped onto the end of the bridge, making Robin frown and move back, his sword lowered, "But if you want that box, you have to go through ME first."

"But you are a woman!" Robin shook his head, "I cannot fight you."

"Why?" she narrowed her eyes, her grip on the spoon tightening, "Afraid I'll beat you?"

"It would be dishonorable!"

"Yes, because thieving is honorable," she quipped, shaking her head, "I can tell you now, nobody, in this universe or the next, has beaten me in a duel yet."

She didn't mention River, River was an exception, she'd taught the girl herself, and…to be honest, it WAS true, no one had yet beaten THIS incarnation of her.

"And believe you me, I once dueled a 2,000 year old Roman soldier with short swords."

Robin seemed a bit befuddled by that remark, "I cannot fight you, milady, you are unarmed."

The Professor held up her spoon, "I'm armed enough."

"That is a spoon," he told her, as though she didn't already know it.

"Yes, and I very much think I can best you without it, but I thought I might try to at least give you a chance of an advantage."

Robin's eyes narrowed at that, seeing a challenge in her eyes, "If you are that determined to lose…"

The Professor just smirked, "En garde?"

Robin quickly lifted his sword and she lunged.

"Ever see a ballerina in battle, Clara?" the Doctor asked as he and Clara watched on, observing as the two traded lunges and thrusts and swipes and parries, Clara inordinately shocked (and yet not quite surprised) to see that the spoon was actually faring quite well against the sword. She could see it, even now, that Robin was actually starting to get more into the fight, steadily trying more and more, starting to really fight back, but the Professor was just sort of going through it, seemingly with an ease about her that was frustrating Robin.

"No…" Clara shook her head.

"You're about to."

And just as he spoke, the Professor lifted onto her toes, spinning around, just to the side of Robin as the man tried to lunge at her once more, smacking him on the back of the head with the spoon.

"Ow!" the man winced, rubbing his head.

"Is she gonna be ill?" Clara frowned, "that spin and her nausea and…"

"Hopefully not," the Doctor answered, not entirely sure, but the Professor was smiling, seeming too caught up in the fight to realize that she'd likely just made herself dizzy or should have. He let out a long breath, "She's had a fair bit of experience focusing on just the battle and ignoring what her body tells her though."

"Is that why you didn't want her to fight?"

"I never wanted her to fight," he murmured, though his lips quirked up as the Professor managed to catch Robin's arm, stepping her foot behind him and using him as leverage to move herself around him and behind him, kicking him in the backside enough to stumble off the log.

"Oh, you…" Robin scrambled up, on one end of the log, with the Professor standing in the middle, his sword up and ready.

The Professor just looked at him, gesturing for him to come at her. Robin ran forward but the Professor used her right hand, holding the spoon, to swing down against his arm, pushing the blade away from her and twisting her body so that her front was to his back, using her other hand to shove him…right off the side of the log and into the stream.

The Professor tossed the spoon in her hand and turned to make her way off the log, finding herself in the Doctor's arms before she even stepped off it, Clara hurrying past to try and find Robin in the stream.

"Well done," the Doctor whispered in her ear, pressing a kiss to her temple.

"I need that," the Professor admitted to him, hugging him back.

She really had. She knew that she'd be slowing down soon, eventually her pregnancy would make it so she'd have trouble just standing from a sitting position, or moving or sleeping. She wouldn't be able to do this in a few months, she wouldn't be able to fight like that and she needed to make the most of it while she could. She knew there was no REAL danger, even with Robin having a sword, he'd made it clear he hadn't wanted to fight her to start with, he wouldn't have attacked her to kill but more to disarm. She and the baby were safe from that sort of harm and she just…she needed to know that, for now, she could still protect the Doctor and herself and Clara.

"You always will be able to," the Doctor murmured, catching her thoughts as he pulled away, taking the spoon from her and placing her blaster back into her hand, "You're the better shot, always were."

She smiled, nodding at that, putting her blaster back in her coat pocket, it was true…with the blaster in hand she'd still be able to protect them, even at a distance…and it would ease the Doctor's mind more for her to be farther away from danger and taking it out than up close.

She opened her mouth to thank him when a small squeal sounded behind them and they turned to see Robin pop up out of the water, startling Clara to the point where she nearly stumbled back and into the stream herself had Robin not hopped up to catch her arm, starting to laugh along with Clara at the close call, the Time Lords just shaking their heads at it all.

~8~

The Doctor had never known someone to be bested in battle and then decide to invite said besters to their secret hideout as friends…well, except the Sontarans, but he was fairly certain that Robin…or whoever it was that was parading around as him, was NOT a Sontaran. He hadn't wanted to go with the man once he'd dried off and invited them to meet his friends, but Clara had been star struck by the man and followed him off without a moment's hesitation, which had meant that they had to follow along. The Professor was more curious than he was, how Robin could exist. They both knew he was based on an actual historical figure, but to find that this was apparently really and actually happening was something else. Yes, most legends were based in fact, but they hadn't quite thought THIS would be the fact part of it.

The 'secret hideout' however wasn't all that secret or much of a hideout in the Time Lords' opinion. It was a small shallow cave that was just below the treeline in a narrow gully. It was actually quite easy to find, it wasn't even trying to remain hidden which made the Professor fear for the mental state of the supposed 'Sheriff of Nottingham' should he exist as well, that the man was having SUCH a hard time finding a place this easy to spot.

Robin smiled as he saw a small group of men gathered around the cave, around a small fire that was also creating smoke up to the sky which made it easier to find as well, and hurried ahead of the trio, "Let me introduce you to my men. This is Will Scarlet," he patted the back of a young man, "He is a cheeky rogue with a good sword arm and a slippery tongue."

"My ladies," Will gave them a deep bow…only for the Doctor to pluck a hair out of the boy's head and start to sonic it, "Argh! What do you want with my hair?"

"Well, it's realistic, I'll give you that," the Doctor muttered, seeing the reading.

The Professor reached out and took the hair, scanning it with her own processes, "That's because it's actually real," she told him, brushing her fingers together to let the hair fall to the ground, "Flesh and blood people."

"And this is Friar Tuck," Robin shook his head at them, focusing on Clara who was watching and paying attention with rapture, gesturing to a portly man in a monk's robe, "Aptly named for the amount of grub he tucks into."

"You skinny blackguard," Tuck huffed as the others laughed heartily, stepping forward…only to nearly fall on his face, "What are you doing?!" he turned to look behind him.

The Doctor popped up, holding one of Tuck's sandals in his hand, "This isn't a real sandal."

"Yes, it is," Tuck tried to grab it back, but the Doctor tossed it to the Professor.

"Urg," she grimaced at the smell, turning her face away and into the crook of her other elbow, throwing it back to Tuck, "It's real."

"This…er," Robin frowned at them, a little put off by their antics, and gestured to another young man with a lute in his hand, "Is Alan-a-Dale. He's a master of the lute, whose music brightens up these dark days."

"Strangers you are welcome here, in Sherwood's bonny glade…" the boy began to sing to them, strumming on the lute, only to cry, "Ow!" a moment later when the Doctor stabbed him in the arm with some sort of needle.

"Sorry, sorry, sorry," the Doctor waved them off, hurrying back to the Professor's side, "Blood analysis. Oh…" he frowned, scanning it with the sonic, "All those diseases. If you were real, you'd be dead in six months…"

"I  _am_  real."

"Doctor…" the Professor shook her head at him, reaching out to take his face in her hands, "They ARE real people," she told him slowly, "Ok?" she nodded, making him nod as well, "Trust me. I maybe old, by my skills are still good as ever as I just proved in beating Robin Hood with a spoon."

"Beating who with a what?" the men turned to Robin.

Robin just coughed and cleared his throat, "And this is John Little!" he turned to a very large man standing to the side, making Clara gape up at the size of the man, "Called Little John. He's my loyal companion in many an adventure…" he laughed loudly as the man stepped to the side and man that reminded Clara of Porridge in stature leapt forward with his arms out, clearly meaning HE was John Little.

"Oh!" Clara laughed at that.

"Works every time," Will grinned.

Bur Clara just looked around at the group, so awed by them, "Oh, I cannot believe this. You…you really  _are_  Robin Hood and his Merry Men!"

"Aye!" Robin nodded, "That is an apt description. What say you, lads?"

"Aye!" they cheered with a raucous laugh.

"Congratulations Clara," the Professor patted her on the shoulder, "You've just given the Merry Men their title."

"Did I!?" Clara stared at her, completely stunned at that.

"I like that," Robin nodded, "The Merry Men!" he cheered once more, making the other men throw their heads back and laugh.

The Professor nodded slowly at that, moving her hand to her head, it was…a bit irritating really, their laughing, how much they were laughing, how loudly they were…it was starting to give her a migraine.

"Stop laughing!" the Doctor snapped with a huff, moving to the Professor's side, seeing her actions and expression, knowing that the men were starting to upset her or at least make her head hurt, "Why are you always doing that? Are you all simple or something? I'm going to need this…" he turned and grabbed a goblet, tossing away the contents.

"For what?" Robin frowned.

"If you haven't noticed," the Doctor gave him a narrowed eyed look, "My wife is with child," he gestured to the Professor, making her roll her eyes and cross her arms self-consciously as every single eye turned towards her, "And I'd like to give her a glass of water," he held the goblet up to Robin to take and fill.

"With…child?" Robin seemed to go a bit green at that as he gaped at the Professor.

"And STILL able to hand your backside to you," the Professor snapped, not wanting them to keep staring at her like she was some sort of delicate flower or that she was something that needed to be handled lightly, like she was fragile or weak.

She'd noticed that her temper tended to spike when people did that, when they looked at her like her pregnancy or her being a woman made her weak.

She took a breath to try and calm down, she knew that stress could be bad for a baby, for a pregnancy and, while she knew that there was likely little chance her snapping just then did any damage, she just…she didn't want to risk it. She was trying. Sometimes she reacted first, did something before she thought better of it for the baby's sake, but she was trying. Like with the fight with Robin, she'd wanted to do it, been determined to do it, but now looking back at it she was starting to feel like she shouldn't have.

And she hated that, second guessing herself. She hadn't been like that since her 9th self, and it was disconcerting that she was like it now, but instead of a forethought it was an afterthought. Was she always going to be like that? Or was it just the pregnancy? Was she going to do something with her baby and then, hours later, wonder if she'd made the right choice? She hoped it was just the pregnancy, being that worrisome about things she'd already done would drive her mad.

"Water," the Doctor pressed the goblet into Robin's chest, "Now."

Robin nodded, glancing at the Professor once more, before shaking his head and going to a small barrel where they kept their water, ladling some into the goblet for the woman and bringing it back to her.

"Everything ok?" Clara was asking the Time Lords as the Doctor turned the Professor to him and massaged her temples.

"Just…trying to work out how they're real," the Doctor muttered, "They're not holograms, that much is obvious. Could be a theme park from the future. Or we might be inside a miniscope. Or they could be clones…yes…" he nodded, lifting the Professor's chin so she could look at him, "Clones?"

The Professor sighed, "It IS possible, it might be how they come up as real, as flesh and blood," she doubted it though, she was truly starting to think this WAS Robin Hood, but the Doctor seemed keen not to have it so.

"Milady," Robin held out the goblet to the Professor, but the Doctor took it, quickly scanning it with the sonic before handing it to the Professor to drink once he was sure it was safe. Robin shook his head and glanced at Clara, "Your friend seems not quite of the real world."

"No," Clara sighed, "No, he's not really. Not most of the time. The Professor's better at it than he is at the moment though," she shook her head and turned to him, "Dark days?"

"I'm sorry?"

"You said that these were dark days. What did you mean?"

"King Richard is away on crusade, my lady," Will offered, "His tyrant of a brother rules instead."

"And the Sheriff. Cos there  _is_  a sheriff, right?"

"Aye," Alan frowned, "It is indeed this jackal of the princes who seeks to oppress us forever more."

"Or six months in your case," the Doctor muttered, recalling the diseases that Alan had.

"It is a shame to dwell on murky thoughts when there is such beauty here," Robin tried to smile at Clara, making sure to keep his gaze on the young woman when the Doctor shot him a glare for daring to glance at the Professor as well.

"Why are you so sad?" Clara looked at the man.

Robin plastered on a false smile, "Why do you think me sad?"

"Because you laugh too much," the Professor told him, reaching out to take the Doctor's hand as she took a sip of the water. They had been the same, in their last incarnations, always happy and running about and flirting…and, before they'd discovered Gallifrey survived, they both knew it was because they felt such sorrow. They needed something to focus on, the good memories, each other, to keep them above water, to keep them from drowning in their dark thoughts.

Often, the happiest people on the outside, were the saddest inside but didn't want others to worry about them as well.

Robin sighed, "You know, I do not live this outlaw life by choice," he looked at the three of them, "You see before you Robert…"

"Earl of Loxley," the Professor and Clara stated, both familiar with the Robin Hood legend, Clara as it was one of her favorite stories as a child, the Professor as she could recall two children that she and the Doctor had been around for a short while that were obsessed with the story as well.

"I er," Robin cleared his throat, "I had my lands and titles stripped from me. I dared to speak out against Prince John. But I lost the thing most dear to me."

"Maid Marian?" Clara guessed.

"You know her?!" Robin's eyes widened.

"We knew YOU," the Professor pointed out.

Robin nodded, "It was Marian who told me that I must stand up and be counted. But…I was afraid. Now this green canopy is my palace and the rough ground my feather bed," he gestured around, "Maybe one day I will return home, but until that day. Until that day, it is beholden on me to be the man Marian wanted, to be a hero for those this tyrant sheriff slaughters."

"What time is it, Mr. Hood?" the Doctor asked suddenly.

"Somewhat after noon," Robin frowned at the change in subject.

"Autumn," the Professor answered, knowing what he'd been asking, and knowing why he'd cut into the story so quickly.

It was a bit too familiar to him, to the memories of the war. The Doctor had taken a potion by the Sisters of Karn, had turned into a Warrior because he wanted to be a hero for HER, he wanted to protect her from the War, he wanted to be the man she'd always thought he was, her hero. Hearing the man speaking of it was too much for the Doctor to think of at the moment, because she could see in his mind he had had ample time on Christmas to think about every mistake he'd ever made in his life, every time he called himself a hero when he really had only barely helped. He couldn't see himself as a hero any longer.

Well, she would just have to change that.

Bedtime stories were meant to be tales of dashing heroes and strong princesses, and how was she going to be able to tell their child their stories if the Doctor didn't see himself as the hero of it?

"It's very green hereabouts," the Doctor murmured, looking about as Robin was called over to his men once more, "Very sunny."

"So?" Clara shook her head, not following.

"Have you been to Nottingham?" the Doctor asked her.

"Climate change?"

"It's 1190," the Professor added.

"You must excuse me," Robin called as he made his way back over, "The Sheriff has issued a proclamation and tomorrow there is to be a contest to find the best archer in the land. And the bounty…it's an arrow made of pure gold."

"No!" Clara gasped, "Don't, don't go. It's a trap!"

"Well, of course it is!" Robin grinned, walking backwards towards his men, "But a contest to find the best archer in the land? There is no contest."

"Unless you're laughing," the Professor called to the Merry Men as they started to boom their laughter again, "Because Robin is NOT the best archer, then there's no reason to laugh, is there?"

"How can you be so sure he is not the real thing?" Clara asked them quietly.

"Because he can't be," the Doctor insisted.

"It…IS strange," the Professor had to agree, "Not…not impossible, but it is odd."

"When did you stop believing in everything?" Clara scoffed, looking more at the Doctor than the Professor.

"When did you start believing in impossible heroes?" he countered.

"Don't you know?" Clara gave him a look, before shaking her head, "In a way, it's rather sweet."

The Doctor just rolled his eyes and picked up an apple, biting into it before scanning it, nodding to himself before he handed it to the Professor to munch on.

~8~

"I think we're late," the Professor remarked as she and the Doctor headed through a small archway under a castle towards the courtyard in the middle where the archery contest was being held. They'd spent the night in the TARDIS working on a small project, allowing Clara the chance to 'camp out' with the Merry Men as she requested, though they parked the TARDIS closer and had the monitor up the entire time, watching her sleep incase any of the men decided to be less honorable than Robin promised they'd be. Well, promised and then begged when the Professor nearly broke his finger in getting him to swear on his life that Clara would be safe with him and the other men. But he'd promised and that was the main part. And, from what they saw, Clara had been just fine, the other men giving her blankets and a bedroll and something to rest her head on and keeping a respectable (distant) distance between where they were sleeping and where she was.

Now though, it appeared the contest was nearly over, it was down to the Sheriff and 'Tom the Tinker' which they knew was Robin in just a wide-brimmed hat…which really was making the Professor concerned for the intelligence of the time if they couldn't work out that it was Robin just because of the hat. The targets were set up farther back than they normally should have been, one with a bulls eye and with another arrow that had split it down the middle, likely fired by Robin.

They could see Robin walking towards the herald of the tournament, the golden arrow resting on a pillow in the herald's hand...and so the Doctor grabbed a bow from a nearby collection of bows and fired his own arrow, with black, green, and red feathers on the end at the target, splitting Robin's arrow in two.

"I'm the Doctor!" the Doctor shouted as the crowd looked over at him, "My skills as a bowman speak for themselves. I claim my reward," he looked at the Herald who knelt down and offered up the pillow with the golden arrow. The Doctor picked it up and frowned, "What do you think?" he held it up to the Professor to touch, "A mere bauble?" she shrugged at it, they never had been much for gold, save the wedding bands they wore on their fingers, so he tossed it to the side, towards where they could see the Merry Men standing, "I want something else."

"Name it," the Sheriff called, rising to stand beside the herald.

"Enlightenment," the Doctor began…only for Robin to pull another arrow and fire it at the target, splitting the Doctor's arrow in two, sending the crowd wild with applause.

The Professor reached into her pocket and pulled out a second arrow, handing it to the startled Doctor, "I thought you could do with a spare," she gave him a smile, nodding at the target.

He grinned, readying the arrow and sending it flying, but not at the target, instead off of a guard's armor, off a castle wall, and towards the target and splitting Robin's.

Of course, Robin could not be outdone and fired his own, closing his eyes and looking away, sending it flying true towards the target.

"Enough of this," the Professor huffed, feeling a lack of patience rise in her, they just came for answers and Robin just couldn't seem to let it go for a moment. She pulled the Doctor's sonic out of his pocket and flashed it at the target, triggering a device in the feathered end of their arrow, causing the target to explode.

"I take it that was an upgrade," the Doctor whispered to her, knowing that HIS arrow hadn't had that effect built in.

"Me and explosives," she smiled, hoping to see a blush rise at the mention of how he used to feel about that.

But he just smirked and winked at her.

"Fascinating," the Sheriff called, before pointing at the Time Lords, "Seize them!"

A handful of knights ran over, drawing their swords just as Clara reached them from where she'd been watching with the Merry Men, looking around before she grabbed a rather old halberd from a rack, one that was meant more for display than use, and tried to swing it down on the knights…but even for a display it was too heavy for her to lift.

"Clara, what are you doing?!" the Professor shouted, "Put that down!"

"I'm fine," Clara tried to wave it off, "I take Year Seven for after school Tae Kwon Do."

"Don't worry," Robin grinned, "I'll save you."

"We don't need saving," the Doctor rolled his eyes, "Least of all does she," he nodded at the Professor.

"We really are just fine, Hood," the Professor agreed.

"Fear not!" Robin ignored them, "For I am Robin!" he pulled his hat off, revealing himself, the Professor starting to feel exasperated when she saw the Sheriff actually stumble back as though he were truly shocked that it was Robin, really…what was the average intelligence for people of this time period? She had no idea now, "Robin Hood!" the man elaborated, turning to pull his sword out and swing it at a knight…only for the entire arm of it to fall off, its shoulder sparking.

The Professor reached out and picked the arm up, eyeing it, ignoring the cries of 'Witchery!' that was rising from the crowd, "Robot," she looked up at the knight in question as the visor flipped open, revealing a metal face…not Cyber like, not like a Cyberman exactly, but like an actual face but metal. There was a cross cut out in its forehead with a purple light shining through it.

"Now we're getting somewhere," the Doctor grinned even as he reached out and pulled the Professor back to him.

"Take them," the Sheriff ordered, "Kill the rest. Kill them all!"

The robots turned and began to fire energy bolts of purple light from their foreheads, striking out at the crowd, a few approaching them, closing in on the small quartet.

"He surrenders!" the Doctor shouted, holding up his hands to try and get the robots to stop.

"What?!" Robin demanded, but the Professor just reached out and chapped his arm at the elbow, forcing him to drop his sword and grip his arm in pain, "What did you do that for!? I had them on the run!"

"They were walking towards us," Clara countered, "They still are…" she muttered as the four of them were closed in on.

"Flee, lads, flee!" Robin shouted to his men, urging them to go, "Live to fight another day!"

The Sheriff grinned as he turned to them, "To the dungeons with all of them!"

Clara glanced at the Time Lords, frowning when she saw the Professor and Doctor allowing themselves to be restrained by the robots, knowing they could break out if they wanted to, "What are you up to?"

"Quickest way to find out anybody's plans," the Doctor began, "Get yourself captured."

"Because then they think you're not a threat if they could capture you," the Professor nodded, "And if you're not a threat, then there's nothing you can do even if you know their plans."

~8~

"Ooh yeah, that's nice!" the Doctor shouted as the jailer turned to leave the cell that they'd found themselves in, all four of them sitting against stakes that were driven into the ground, sitting with their arms chained behind them and through hoops on the floor, Robin and Clara on either end with the Doctor and Professor in the middle, the Professor between the two men, "Chain up a pregnant woman in a dark, dank, cold dungeon."

The Professor just rolled her eyes and let her head thump back against the thick spike behind her, catching sight of the moonlight drifting in through the cross-shaped window, if the Doctor was going to bring up her pregnancy every single time or use it as some sort of defense she was going to tape his mouth shut.

"Splendid," Robin muttered at their current situation, "Enchained."  
"Yep," Clara agreed.

"Trussed up like turkey-cocks. Thanks to your friends."

"Shut it, Hoodie," the Doctor huffed, "We saved your life."

"I had the situation well in hand."

The Professor opened her mouth to counter that no, he really hadn't, when the Doctor continued, "Long-haired ninny versus robot killer knights? I know where I'd put my money. On my WIFE."

"If your wife had not betrayed me, I would have been triumphant!"

"Oi, wife sitting RIGHT here," the Professor cut in, "And wife can speak for herself, thank you," she looked at Robin, "You would have been a little puff of smoke and ashes."

"See!" the Doctor declared.

"Ha," Robin scoffed.

"You'd have been floating around in tiny little laughing bits in people's goblets," the Doctor added.

"Balderdash. Ha!"

"Oh, right, here we go," the Doctor rolled his eyes as Robin began to truly laugh, "It's laughing time."

"Well, you amuse me, grey old man."

"Guard!" the Doctor looked at the shut door, "He's laughing again! You can't keep me locked up with a laughing person."

"Oh, I find that…I find that quite funny. Do you know, I feel another laugh coming on. A-ha-ha-ha!"

The Professor bowed her head, closing her eyes as Robin laughed even louder, more forcibly, the sound echoing around the room and starting to grate her nerves. Not that the Doctor shouting helped either.

"Guards!" he snapped, making the Professor wince at the volume of it from right beside her, "I cannot remain in this cell. Execute me now."

"You heard him. Execute the old fool."

"No, hang on. Execute him."

"I do not fear death, so execute away."

"Execute him. I'd like to see if his head keeps laughing when you chop it off!"

"Oh, Robin Hood always laughs in the face of death!" and added another laugh for good measure.

"Yes, rolling around the floor laughing, I would pay good money to see that."

"Guard!"

"Guard!"

"Guard!"

"Guard!"

"GUARD!"

"GUARD!"

"IF YOU TWO DON'T SHUT IT I WILL KILL THE BOTH OF YOU!" the Professor snapped, more loudly and more irately than Clara or the Doctor had EVER heard her. She shot both men a glare for it, able to really only see both of them, though she could hear Clara snort and laugh on the other side of the Doctor.

"Right on Granny," Clara called.

The Professor took a very deep breath, letting it out through her nose, "Now…my head is pounding, my bum is sore, I have to use the loo, this is really a rather uncomfortable position and not even my training is letting me block the two of you out," she gave them another glare, "So, I would appreciate it, I really would, if you both could STOP talking and let me think enough to get a way out of this worked out!"

"Sorry," the Doctor muttered.

"Apologies, milady," Robin bowed his head.

"I have to ask," Clara called over as the Professor tried to calm down and soothe her headache, "Do either of you understand, in any way at all, that there isn't actually a guard out there?"

"What?" the two men called.

"I used my ears," Clara rolled her eyes at them, "I heard him walking away. There is NO guard outside that door," she turned to give the Doctor a look, "So you basically just irritated your wife for nothing. Good luck with that gramps."

"You know," Robin remarked, "I did, in fact, know there wasn't a guard out there."

"No, you didn't," the Doctor turned to retort only to be met with a glare from the Professor that had the rest of it dying on his lips.

Clara sighed, "The Doctor and Robin Hood locked up in a cellar. Is this seriously the best that you two can do?" she let her head roll to the side, "You're determined to starve to death in here squabbling."

"Well, I'll tell you one thing," Robin stuck up his nose, "I'd last a lot longer than this desiccated man-crone."

"Really?" the Doctor scoffed.

"Really."

"Well, you know what? I think you'll find I have a certain genetic advantage…"

"You're starting again," the Professor cut in, "I will not tell you children again to stop it! This is  _not_  a competition about who can die slower!"

"It would definitely be me, though, wouldn't it?" he tried to smile at her.

The Professor gave him a firm look at that, "No talk of anyone dying, ANY of you," she looked between the two men, "Understood?"

"Gran?" Clara called, knowing that calling the Professor that would help calm her down a bit, "Have you got that plan worked out yet?"

"I have a plan," the Doctor offered.

"I too have a plan," Robin agreed.

The Professor took a breath, "I'm going to regret this…but Robin, what's your plan?"

"Why him first?" the Doctor frowned.

"Rough draft comes before the masterpiece."

The Doctor grinned at that, till Clara tugged on the chain between them, making him look at her, "You know that means YOUR plan is a rough draft too if she wants to hear both of you before revealing hers."

The Doctor actually pouted at that.

"Robin?" the Professor looked at him.

"I am…biding my time," Robin answered.

"Right," she rolled her eyes, "Husband?" she rolled her head to him, adding, when he opened his mouth, "And do keep in mind that the Sheriff stole your sonic."

The Doctor's mouth closed with a thump just as the door to the cell opened.

"See?" Robin smiled, "There  _was_  a guard. There was guard listening the whole time, I knew it!" he cheered, starting with the laughing again, "Ha ha ha ha ha!"

"You realize it is possible to WALK back to the cell, yes?" the Professor shot him a look.

"The Sheriff himself commanded me to find out which of you is the true ringleader," the man, a scrawny looking fellow with no teeth and rather dirty hair and clothes stood before them.

"For interrogating," the Professor nodded, "Not a surprise."

"Excellent," Robin puffed out his chest, "He will get nothing from me!"

"No, no, no, no. no," the Doctor shook his head, "He will get nothing from me, because interrogation, that's where I always turn the tables. You see,  _that's_  my plan."

The Professor scoffed, "You never turn the tables when I'M the one interrogating you."

"That's because you cheat."

"I do not cheat, you're just not as strong as you think you are when I try to be persuasive."

"I am too!"

"Sad eyes?"

The Doctor's lips pursed, "See, cheating!"

"Oh just hurry up and take me to him!" Robin cut in, rolling his eyes at them, how they managed to do a flirty thing while in a jail cell was lost on him.

"No!" the Doctor turned back to the guard, "No, chop-chop, come on."

But instead, the man just moved over to Clara and unchained her.

"Seriously?" Clara blinked at that, being led towards the door.

"Clara's not the leader," the Professor told the guard.

"What are you doing?" Robin demanded.

"Don't be ridiculous!" the Doctor shouted, but the door just slammed shut and locked behind them.

"Quick!" Robin turned to the Professor, "Be sick!"

"What?" the Professor gave him a look.

"Beat your breast. Moan. Groan as though twenty devils possessed your guts!"

"I'm pregnant not possessed!"

"It'll call the guard back!"

"The guard is gone," she shook her head, "He won't be back till he's given Clara to the Sheriff."

"Then we'll have time to build up the act."

"I'm not acting more ill than I already am, that's not the plan."

"Well it's MY plan," Robin argued.

"Well, if it's your plan, you moan," the Doctor fired back as the Professor wiggled slightly in her chains.

"No, no," Robin shook his head, "No, it won't work. How about YOU moan then," he tried to lean forward and look at the Doctor.

"Why?"

"Oh, because you're clearly more advanced in years and you have a sickly aspect to you."

"I have a what?"

"You're as pale as milk. It's the way with Scots. They're strangers to vegetables."

"I'm not moaning. You moan!"

"Fine," Robin huffed, "If you want something doing…"

But before he could even move to do so, a hand ended up pressed against his mouth, cutting off his moans.

"What the devil…" Robin mumbled from behind the hand that he now saw was connected to the Professor's arm, the woman free of her chains, "How…"

"I told you, I actually have a plan," the Professor smirked, pulling her hand away and shifting onto her knees, turning around to work her other hand out of the manacles that had bound it before hurrying to the door and pulling a ring of keys off a small peg in the wall. She hurried over to the Doctor, starting to unlock his chains.

"Why him first?" Robin frowned.

"Husband," the Professor gestured at the Doctor, then to herself, "Wife," before she looked at Robin, "Who do YOU think I'd help first?"

"Do we have to help him second?" the Doctor frowned at that, "He could do with a lesson in humility, spend a night in jail…"

"He could be useful," the Professor shook her head, "And if we leave him, there's no saying he'd want to help us later, honor or not," she moved over to Robin and began to unlock his chains.

"How DID you do it though?" Robin shook his head, rubbing his wrists as he stood, the Doctor helping the Professor up.

"I have…a lot of experience breaking out of manacles of sorts," the Professor shrugged.

But the Doctor just picked up her hands and placed a kiss at the base of her thumb, knowing what her trick was to slide out of handcuffs and the like, "I hate when you do that," he mumbled to her.

"It's a necessary pain," she shrugged, "Much like I will be feeling in a few months," she reminded him, "Now come on," she looked at them, "We need to find Clara," she turned and headed towards the doors.

"Well, that's a bright side to all this," Robin murmured to the Doctor.

"That Clara didn't see her rescue us?" the Doctor guessed.

"Aye."

The Doctor scoffed, "Oh she already knows," he warned the man, patting Robin on the shoulder before following after his wife as she snuck out into the hall. And it was true, Clara would, naturally, assume that the Professor had gotten them out of all this, especially with how they'd been squabbling just then.

Robin grinned and went after them, laughing loudly when they reached the empty hall…

Only for the Professor to put her hand over his mouth again, "This requires stealth and silence," she gave him a pointed look, "You laugh again I knock you out and drag you after us."

Robin opened his mouth to say something but the Doctor shook his head, "She really will."

"Now, come on," she turned and led the way down the hall in the direction she'd heard the guard depart before.

~8~

The small rescue party had just come up a set of stairs, hoping to get to a high point in the castle to be able to see where they were and get a better idea of where Clara might be, the Professor wanting an idea of the layout of the castle as it had slipped her mind to actually check for it before they'd gone to the archery competition. It was odd, thinking back on it, she had always been the one that wanted to look into the layout of things before stepping out of the TARDIS, it had been her thing in her last self, but this time she'd just left…well, that wasn't true, she'd been thinking about churros, for some reason, perhaps because they reminded her of arrows, for some reason, and she was considering where to get the best ones would be as they were leaving. It wasn't even till now that she realized she hadn't looked up the layout of the castle and she was silently cursing herself for it. It wasn't that she thought that they'd end up jailed and would need to know it, but she should have been prepared. Knowing the Doctor this was something that would have likely happened, them being jailed, she should have prepared more she really should have and now, because she hadn't, they were wasting time to get to Clara.

She'd noticed she was a bit more easily distracted lately, the more she grew in the pregnancy, the less she was paying attention to things or the more things slipped her mind. She didn't like it, her mind was something she prided herself on. It had been something that had impressed the Doctor when they'd been on Gallifrey. She was by no means the smartest Time Lord, there were loads smarter than her, before the War, just like the Doctor was not the smartest Time Lord either. But she WAS smarter than him on a good day, he admitted it multiple times, he liked that about her, liked that it gave him a challenge and something to strive for to keep up with her. He always said that he could never think as fast as her, that she was the plan-maker, making them up at the drop of a hate. But lately she'd been slowing down, her mind switching from serious thought to if they had any chocolate, her plans taking longer to form.

She knew it would only be temporary, or hoped it would be, but for now it was irritating her. She REALLY hoped that it would be temporary and just because of the pregnancy. That was the worst thing about regenerating while pregnant, she didn't know if this was the personality and way she was now or if it was just the pregnancy that was making her so. She wouldn't be able to know for a long time, for about 6 more months, whether this WAS her or if it was just the pregnant her.

' _Whatever you you are, Kata,_ ' she heard in her mind and glanced over at the Doctor, ' _I will love you regardless._ '

She smiled at that, he'd really already proven that in finding himself able to love her soldier-self, her war-self, and not look at her differently, but it was nice to know and have it reaffirmed, ' _Likewise,_ ' she offered, ' _No matter what man you regenerate into, I will love you t…what's that?_ '

She could hear the Doctor chuckle in her mind at how her attention had shifted, but soon his laughter died away as he too saw what she had. There, just a few feet away was a metal door that looked far too out of place for that century or age, the metal itself even looked odd to them and they found themselves walking over to it slowly, Robin frowning but following as though sensing there was something wrong about it all if they were both suddenly so quiet and focused.

The Doctor pushed open the door to reveal the room was very, VERY advanced, much too advanced for the Sheriff or Sherwood Forest. It was a wide room, with a control console set up before them, a monitor set in it, with a glowing hemisphere at the end of it.

"At last," the Doctor smiled, "Something real. No more fairy tales."

"What is this place?" Robin frowned, looking around at the room, his eyes wide at the advanced technology that surrounded them.

"A spaceship," the Professor answered, "29th century."

"Data banks, data banks, data banks," the Doctor began to look for them, "Where was this ship headed?"

"Doctor," the Professor called, moving over to a monitor set in the console, seeing it blink at the Doctor's question. She frowned as she saw the details flying across the screen, "The Promised Land? Again?"

"Like the Half-Faced Man," the Doctor nodded, reading the information, "But more sophisticated. It disguised itself as a twelfth century castle."

The Professor pushed a button and a diagram began, showing a graphic image of the ship landing in the forest, the tip of it facing upwards to the sky, like a rocket about to launch…or a central keep, "It merged into the culture," she mumbled, "To blend in so no one notices."

"That explains the robot knights," the Doctor nodded.

"And look here, at the engines," the Professor pointed, "They're damaged."

"They're leaking radiation into the local atmosphere, creating a temporary climate of staggering benevolence…"

Robin shook his head, "Do you two do that often?"

"Do what?" they both asked distractedly, their concentration on the monitor.

"Talk like…" he shook his head, "Never mind. What's this staggering benevolence?"

"I told you," the Doctor huffed, "It's too sunny. It's too green. And there is even an evil sheriff to oppress the locals. This explains everything, even you," he glanced at Robin.

But the man seemed genuinely confused, "It does?"

"Well, what does every oppressed peasant workforce need? The illusion of hope. Some silly story to get them through the day, lull them into docility, and keep them working. Ship's data banks," he reached out and tapped a button on it, revealing it was FULL of the Robin Hood legends, every version of them, it appeared, "Full of every myth and legend you could hope for, including Robin Hood, "Isn't it time you came clean with us? And tell us how you tricked the Professor because that shouldn't be possible," he glanced at his wife as she frowned at the data, before he focused on the man again, "You're not real and you know it. Look at you. Perfect eyes, perfect teeth. Nobody has a jawline like that. You're as much a part of what is happening here as the Sheriff and his metal knights. You're a robot."

"I don't think he…" the Professor turned around.

But Robin was too outraged to let her finish, "You dare to accuse me of collusion with that villain, the Sheriff?"

"I dare," the Doctor nodded, crossing his arms though he moved closer to the Professor as though to protect her if the man's prime directive began to kick in again.

"You false-tongued knave! You…"

Whatever he was about to say was cut off when the door behind them was blown off its hinges by the robotic knights, "Oh wonderful," the Professor huffed, the Doctor stepping before her as the Sheriff entered with Clara in his grasp, the robotic knights following him.

"Surrender, outlaw!" the Sheriff demanded.

"Very good," the Doctor began to clap, making the Professor roll her eyes at him.

"Kill him," the Sheriff turned to his knights, "Kill Robin Hood."

"You can drop all that stuff now, Sheriff."

"It's not an act Doctor," the Professor tried to explain, but it appeared he truly thought that the robots had somehow found a way to trick her scanning ability.

"He is not what you think he is Clara," the Doctor told the girl as he pointed at Robin, "This is all play-acting."

"We can't just let them kill him!" Clara hissed.

"You're not fooling anyone, Sheriff," the Doctor took a step towards the man, only for one of the knights to take it as an advance and send a blast from its forehead, causing him to stumble back, the Professor hurrying to stabilize him, though Robin was knocked off his feet to the side.

Clara managed to tug herself out of the Sheriff's hold in the confusion and rush to Robin's side, trying to block the next attack against him…only for Robin to leap to his feet and grab her around the waist, backing her up to the window, "What the hell are you doing?!" she gasped.

"Surviving," he answered, looking at the Time Lords before letting himself fall out the window with Clara.

The Doctor and Professor ran over to the window, looking down to see them land in the moat, but not resurface.

"Yeah," the Sheriff muttered behind them, not sounding at all remorseful about what happened, "Sorry about the girl. Such a pretty thing. What a queen she would have made…"

The Time Lords nearly sagged in relief when they saw Robin resurfacing near the edge of the moat moments later, Clara in his arms as he got her out of the waters.

"Prof…" the Doctor turned to her.

But she gave him such a glare he didn't dare continue, "If you are about to ask me to jump out a window THIS high up and into a moat…I WILL slap you," she threatened.

"Right," he winced, recalling her fear of heights. It wasn't too bad when she was on stable ground, but to actually jump out the window would be too much to ask of anyone with that sort of fear…and that was on top of her being pregnant and that was just the most ridiculous thing he could have ever asked her to do just then, "Sorry…"

"You're stuck with me, husband," she whispered to him, "For the rest of your lives."

He smiled, "I don't think it's quite 'being stuck,' wife," he gave her a quick kiss to the forehead before he turned to the Sheriff, "Why don't you stop pretending? You and your fancy robots. We get it. We understand."

"Oh, so you too know my plans?" the Sheriff frowned.

The Professor felt herself smile at that, realizing that Clara must have been able to trick the Sheriff into revealing his plans as well if he was saying 'too,' but she shook her head and gestured around, "Your databanks said you're plundering the country for gold. And there's only one reason you'd be doing that. To create a matrix of gold to repair the engine circuitry."

"This is the scheme the Mechanicals have devised," the Sheriff admitted, which really was starting to make the Professor quite concerned for the intelligence of the peoples of this time if the man gave up that information so quickly and easily, "Soon this skyship will depart. Destination, London. There I will obliterate the King and take my rightful place as ruler of this sceptred isle."

"It won't work," the Doctor scoffed, "There's not a chance. We've seen the instruments. There's been too much damage. You are stoking up a gigantic bomb!"

"Shush," the Sheriff gestured at them, a knight stepping beside them and knocking the Doctor out.

"Oi!" the Professor jumped back from an attack aimed at her.

"And YOU…" the Sheriff glared, "Will go willingly or we'll dispose of the old one."

"Just bring up the age gap," she muttered to herself, but allowed a knight to grab her arm and lead her out after the Doctor who was draped over the shoulder of another robot.

Well, at least if she was conscious she could use her eyes and be able to think, and…with the Doctor asleep…maybe she'd be able to think of a plan without interruption.

~8~

The Professor was sitting beside the Doctor, his head resting in her lap as she watched the robot-knights walking around a dark, cavernous part of the castle, carrying gold circuit boards this way and that, various other people having been taken as slaves and workers shuffling about to complete their work.

"Engine capacity at forty eight percent," one of the knights was reporting, "Engine capacity at forty eight percent."

"Come on, husband," she murmured, running her fingers through his hair, his hands resting on his stomach, having been freed from the manacles that he'd originally been put in, with all the tools lying about it was easier to pop them open, "Time to wake up," she let her fingers drift over his forehead, using a bit of their mental bond to snap him to wakefulness.

The Doctor nearly shot up as he scrambled awake, "What?" he looked around, "What?! What…" he turned to her, "What did they say?!"

"48%," she told him solemnly, "It's not enough," she agreed with the way his eyes widened in horror at that, "It'll never make orbit."

He looked up, able to hear a mechanical whir echoing from somewhere down the way, loud enough to be heard above the moaning and groaning of the people being worked to death around them, "That's the engines, building in power," he realized, "Stupid, stupid Sheriff."

"My thoughts exactly," the Professor nodded, starting to smile, "Shall we stop him?"

"Stop him?" a voice called from the side, making them look over to see a young woman in a dirty gown had overheard them, "What…what exactly is the sheriff planning?"

The Time Lords looked at each other before motioning her over, "The sheriff's trying to repair a ship that was promised to take him and these metal-knights," the Professor gestured around, "To another place. But their ship is damaged and they need the gold to fix it."

The woman was silent, "I think I understand you. The Sheriff's using the gold to replace something."

"That's the principle," the Doctor nodded, "But he's a moron. If he tries to fly this ship, it'll explode and wipe out half the country. So…" he turned to the Professor, "What do we need? What do you need me to do? What's your plan?"

The Professor nodded, glad that she'd waited till she'd had a set plan in mind before waking him, "We need something that can reflect the lasers of those robots," she turned to the young woman, "Something polished, something gold would be best but anything reflective. Then we need to surround them and, when they try to fight back, we use the reflections to send their blasts back at them. Spread the word."

The woman nodded and turned to hurry through the tunnels.

"Is it really that simple?" the Doctor blinked as he moved to sit beside his wife, both of them moving their hands behind them, making it seem like they were still chained, trying to buy some time for the woman to spread the word before the robots noticed them.

"You always overthink everything," the Professor smiled at him.

"Well, not everything," he looked at her softly before turning his head to rest his temple to the top of hers, "I never overthought how I feel about you."

She closed her eyes a moment, "I'm glad. It probably would have taken us even longer to get here if you had."

"What, sitting in a prison in Sherwood Forest with a Sheriff trying to help robots and relying on Robin Hood to save us?"

"Married, Bonded, and about to have a child," she corrected.

"Oh," he nodded, smiling, "True."

~8~

The Time Lords looked up as a robot-knight approached them, looking down at them as it scanned them, "You are fit for labor," it declared, turning its head to the young woman that they'd spoken to before, the girl having come to inform them that everyone was ready and waiting for the signal, "Stand aside while this peasant unit is freed."

"Ooh, but see…I'm afraid you're a little late," the Professor stated.

"Explain."

"We're already free!" the Doctor shouted, the two of them pulling their hands out from behind their back to reveal that their wrists were unbound.

The robot began to power up its purple light, but the Professor grabbed a small gold tray she'd been sitting on that the woman had given them as she scrambled to her knees, blasting the laser right back at the robot, sending it stumbling back, its head exploding.

"See," the Professor looked at the Doctor as he jumped to his feet and held out a hand to help her up, "Simple works."

"Hopefully it keeps doing it," the Doctor remarked as more robots began to gather, having heard and seen the one be destroyed.

But as he looked around, the various people that had been used and abused held up their own reflective items, plates and trays and even shields at times, using them, following the Professor's example, to bounce the blasts back towards the robots. He watched carefully, leading the Professor and the girl with him through the rooms, watching as the robots were destroyed till there was only one left, "Everyone, the last one!" he called and the last robot was swarmed, surrounded by people.

It tried to fire at them, but the blast bounced off of all their reflective surfaces, building in power with each hit, before it finally shot back at the robot itself, making the entire thing explode instead.

"Right, now out!" the Professor turned to the people as they began to cheer instead of flee, "Out, out! Get out quickly! Go!"

The young woman ran over to them even as the others fled the rooms, "You've saved us all, clever ones," she beamed at them, pulling them both in to hug them tightly, "Thank you."

"Go!" the Professor urged her off before she and the Doctor turned and ran further into the facility, trying to find the main chambers, the control rooms.

"Engine capacity at eighty two percent!" they heard as they sped into a room to see that the Sheriff was there with a robot of his own, the melting room for the vats of gold, having run in there from getting reports that they were attacking, that the robot force was dwindling.

"You are indeed rather ingenious," the Sheriff called down to them, "But do you really think your peasants' revolt can stop me?"

"I rather think you're the revolting one around here," the Doctor quipped, before grimacing, "I'm bantering. I'm bantering," he seemed a bit put off from that.

"Sheriff, listen to us," the Professor tried to get them back on track, swallowing hard as the heat of the room was starting to get to her and make her feel a bit light headed, tried to push past that to keep talking, "You don't have enough gold content to seal the engine breach. If you try and take off, you'll wipe out half of England."

"Liar!" the man sneered, "From my sky vessel, I shall rule omnipotent!"

"You pudding-headed primitive," the Doctor rolled his eyes, "Shut down the engines! What you're doing will alter the course of history!"

But that only served to make the Sheriff grin, "I sincerely hope so, or I wouldn't be bothering."

"Oh just listen to us!" the Professor huffed, "It doesn't have to end like this. Just shut it all down!"

"And return Clara to us, and we'll do what we can," the Doctor agreed.

"I don't have Clara," the man informed them.

"Robin's one of yours!"

"What did you say?"

"He's one of your tin-headed puppets, just like these brutes here."

"Robin Hood is not one of mine."

"He's not a robot Doctor," the Professor agreed.

"Of course he is," he argued, looking more at the Professor than the Sheriff, if he was going to debate this with someone, it would be someone with 27 very clever brains instead of one made of pudding, "He's a robot, created by those robot knights."

"Why would they make someone to oppose them?"

"To pacify the locals?" he shrugged, "Give them false hope. He's the opiate of the masses."

"Yes, and to create a rebellion against them?" she shook her head, "That makes no sense. Why would they risk that?"

"But…" the Doctor blinked, starting to realize that, even if he was trying to believe Robin was a robot…it really did make no logical sense that the robots would create someone to fight against them instead of control him, "He can't be. He's not real. He's a legend!"

"And what are we?" the Professor asked him quietly, "To the different species? Aren't WE legends too? And yet here we are," she took his hand, "WE are real."

"You had better be," Clara's voice called down to them, making them look up, shocked, to see her and Robin standing in the gallery above them.

Robin let out another laugh before he stuck his dagger into a wall hanging beside him, gripping Clara tightly around the waist, before he let it slide them down to the ground, safe and sound.

Robin released her to run over to the Time Lords as he spun to face the Sheriff, "My men have taken the castle!"

"No!" the Sheriff hissed, his eyes narrowed into slits.

"Now," Robin grinned, pointing his sword up at the man, "I'm going to take you."

The Sheriff looked at the two knights that were stationed on either side of him, "This one's all mine," he muttered, pressing a button on an amulet dangling around his neck, shutting the two robots down as he started to make his way over to Robin, "What do you say, outlaw? A final reckoning?"

"Oh, yes," Robin lifted his sword.

"Clara," the Professor smiled as the woman reached them, hugging her tightly, "Are you ok?"

"Fine, yeah," she nodded.

"Good," the Doctor gave her an awkward pat on the shoulder, making Clara roll her eyes at how he avoided hugging her, "We don't have long."

Clara gasped when, moments later, the keep began to shake, a rumbling noise sounding, "What's that?"

"The whole castle's about to blow," the Doctor told her.

"Meanwhile two men are duking it out on the crossbeams," the Professor pointed up to where Robin and the Sheriff, somehow, had gotten up onto the beams above them, both men fighting with their swords, clearly baiting each other even as they went.

"Oh!" Clara's hands moved to her mouth when she saw the Sheriff manage to land a slash at Robin's arm, making him drop his sword and scramble to pull his dagger out again.

Robin glanced down at them, seeing him watching him, before he winked, looking a little closer at the vat beneath him and taking a few steps back on the beam. He looked up, focusing on the Sheriff and gestured the man to come at him.

The Sheriff ran for him, lunging, but Robin, in a move similar to the Professor, used his dagger to shove the blade away from him, using the momentum and the move to turn himself and his free hand to push the Sheriff off the beam, falling down towards the vat of molten gold. Robin watched the man fall for a moment before turning away as he hit the liquid, hurrying over to a rope and using it to get himself down to the ground.

"Sorry," he managed a grin at the trio as Clara ran over to hug him and check on him, "Was that, er…was that showing off?"

"That was amazing!" Clara breathed, only for the castle to start to shake again, the stones above them crumbling, the ceiling coming apart and dropping rock and masonry around them.

"Run!" the Doctor took the Professor's hand, her free hand moving to her stomach as they turned to flee, "Come on, run!"

They hurried across the room, into a small tunnel, running through it towards the light at the end and into the courtyard.

"There!" the Professor pointed across towards the moat, leading the way towards it as they rushed across it and towards the forest where they could see the Merry Men waiting for their leader. They only slowed to a stop when they heard a cracking noise behind them and turned to see the ship, the keep, taking off into the sky, "It's never going to make it, there's not enough gold."

"It'll never make it into orbit," the Doctor agreed, before starting to pat his pockets and look around, "Where is it? Where did it go?"

"Where did what go?" Clara gasped from her run.

"The golden arrow!"

"Tuck!" Robin rounded on his men.

"You took it?" the Doctor frowned as the portly man hurried over with it in hand.

"Of course we did," the man nodded, "We're robbers."

"YOU are a priest," the Professor pointed out.

"Doctor, what are you suggesting?" Clara looked at the man as he examined the arrow.

"Golden arrow," he muttered, "It might just be enough gold content to get the ship into orbit and out of harm's way," he turned and grabbed a bow off the ground, handing them out to Robin.

"No," Robin shook his head, "It has to be you. My arm is injured," he gestured at the arm he was gripping, the cut from the Sheriff preventing him from using the force he knew he'd need.

The Doctor nodded and turned, trying to get the arrow onto the bowstring…and failing miserably.

"You're good at this," Clara hissed at him, "I saw you. You won the tournament!"

"He cheated," the Professor sighed, "We made a special arrow with a homing device."

"Oh, brilliant," Clara rolled her eyes, "Right, let me have it…" she reached out and took the bow from the Doctor.

"You?" he scoffed, "You do Tae Kwon Do. That's not the same thing as this!"

"I wasn't talking about me," Clara snatched the arrow out of his hand as well and turned to the Professor, "He always said you were the better shot," she reminded the woman.

The Professor looked at it, "I haven't used a bow and arrow since we stopped those lizards…" she mumbled to the Doctor.

"Just like riding a bicycle," the Doctor encouraged.

The Professor took a breath and notched the arrow, pulling the string back and aiming carefully, turning slightly to take into account the wind and the effect of the ship's thrusters, before releasing it a moment later.

They watched as the arrow sailed up towards the ship, striking it right in the middle of an engine roundel, causing it to blast up faster, giving it just enough of a push to get into orbit before it exploded.

"One awful day in Nottingham, Brave Robin Hood was in a jam," Alan began to sing as the Merry Men cheered, Clara and Robin hugging as the Doctor did the same to his wife, "The arrow flew it true as…" he pouted when Will pulled the lute out of his hand.

"Give it a rest, Alan," Will rolled his eyes.

"Give me my lute Will!"

Clara shook her head at them and looked at the Doctor, standing behind the Professor, his arms wound around her from the back, his hands resting on her stomach, his chin just barely resting on her shoulder as he turned his head to rest his forehead to her temple, smiling into her neck. She reached over and whacked him lightly on the arm, getting his attention, "Still not keen on the laughing thing?" she had to ask.

"No," he shook his head.

The Professor sighed, "Oh go on, ONE last time."

Clara and Robin laughed loudly, the Merry Men joining in as the Time Lords just smiled, the Doctor closing his eyes and tugging her closer, swaying her side to side.

~8~

The Doctor and Professor stood near the TARDIS, resting against the side of it as they watched Robin give Clara an archery lesson of her own, the man getting a bit too touchy feely for them to feel comfortable leaving or not keeping their eyes trained on him. Clara didn't seem to mind AT ALL, but the Professor could see the Doctor's eyes narrow more, his lip curl into a small growl as though just waiting for the man to make another advance on Clara so he could storm over there and punch him. She had to laugh to herself at his reaction, he was so set on her, so keen to say that he didn't want Clara around if it meant he lost time with her…but there he was, with his over protective grandfather eyes locked on the small not-couple a few feet away.

"It could be worse," the Professor murmured as she saw his fists clench when Clara gave Robin a kiss on the cheek.

"I doubt that," he muttered, a bite in his words but not directed at her.

The Professor smirked, "It could be Jenny."

THAT got the Doctor to pull his gaze away from Clara and Robin and over to her, "I mean…she DID get a proposal from an emperor, imagine if she'd been here as well?"

"I don't even want to think of that," he paled considerably, glancing back at the TARDIS doors as though debating if he should head in right now and call up their daughter and see how she was doing…make sure she hadn't accidently gotten engaged or married without him knowing.

"I can tell you exactly what would happen."

"Ooh don't…" he nearly whined.

But she just laughed, "She'd have punched him in the face."

The Doctor considered that, "Your daughter," he muttered, "Entirely yours."

She had to smile at that, recalling that event with Jenny's 'birth,' how she looked and acted and sounded SO MUCH like her but was literally only the Doctor's daughter. He kept saying that entire time that Jenny had to be her daughter somehow, she HAD to be, because it really was scary how similar they were in act and thought and appearance.

"Half mine," she corrected, nudging him.

He looked at her for that, starting to smile as well though the color hadn't returned to his face, "And what about you?" he asked, nodding towards Robin and Clara as the girl started to head back to them, "What would you do?"

"Well…given that I am a married woman and pregnant," she glanced at him out of the corner of her eye, "It's a good thing he didn't even try, otherwise Marian would be very cross that there would be no future prospect of children for them."

The Doctor let out a barking laugh at that, making Clara and Robin smile as they drew near, not having a clue why he was in such a good mood now, but relieved he didn't seem all glarey at Robin any longer.

"Feeling better?" Clara asked the Doctor, waiting till he nodded, "Good," she stepped closer and gave him a kiss on the cheek, reaching out to squeeze the Professor's arm before heading into the TARDIS, leaving the Time Lords to speak with Robin alone.

"So, is it true?" Robin looked at them.

"Is what true?" the Professor countered.

"That in the future I am forgotten as a real man? I am but a legend?"

"I'm afraid it is," the Doctor nodded.

"Hmm," Robin paused to consider that, before deciding it was seemingly something he was happy with, "Good. History is a burden. Stories can make us fly."

"I'm still having a little trouble believing yours, I'm afraid," the Doctor admitted, even with the Professor vouching that the man really was flesh and blood and not a robot.

"Is it so hard to credit?" Robin tilted his head, "That a man born into wealth and privilege should find the plight of the oppressed and weak too much to bear..."

"No," the Professor shook her head, leaning over to wind her arm through the Doctor's, "I don't think it is at all."

"Because, one night, it would move him to steal a TARDIS?" Robin smirked even as the Time Lords frowned at that, "Fly among the stars, fighting the good fight with the most lovely of loves beside him," he nodded, holding up a hand to stop them asking, "Clara told me your stories."

"She should  _not_  have told you any of that," the Doctor actually glared at that.

It was a linger, he knew, from trying to erase them from history, from all that effort put into removing themselves from stories. He could remember how he'd failed at even that, how Solomon had nearly taken the Professor away, how the knowledge of them had been harvested from Tasha to be used against them. He didn't want anyone to know, he didn't want anyone in any era, real or legend, to know about them, not like this. The more people who knew, the more danger he and the Professor were in and he would NOT have that.

If Clara was going to go blabbing all their secrets and stories to others then he would make sure she was not around other people to blab it to, even if that meant he set her on Earth and left her there. He would not have her put the Professor in danger and…

' _Calm down, Theta,_ ' the Professor called in his mind, ' _She didn't mean any harm…_ '

' _But harm could still come from it,_ ' he reasoned, ' _She should have been more careful!_ '

' _Then we'll talk to her about it,_ ' she told him, ' _We'll give her a warning._ '

' _No,_ ' he minutely shook his head, ' _No, I'm not giving some pudding brain a second chance! Not when it's YOUR life and safety on the line!_ '

' _Good thing she's not just some pudding brain then,_ ' the Professor countered, ' _She is our granddaughter and she won't say another word to anyone if we ask her not to._ '

She reached up and rubbed his arm, trying to comfort him, feeling how angry he was that Clara had told Robin anything, wanting to calm him. He really was…very protective of her now, especially more since she was pregnant. He didn't care about the humans the same way, it was almost like he was…distanced of them, apathetic in a way. She supposed she could understand, centuries on one planet, being forced to watch human after human be born, grow old, and die, over and over and over and realize that their lives would end regardless of anything he could do, because they withered and decayed where the Time Lords continued. It was almost like he saw it as just a natural course of things that he was just too tired to interfere with any longer. Being on Christmas had affected him more than she thought if he'd reached that point.

"Well, once the story started, she could hardly stop herself," Robin laughed, not seeming to notice their tension, "You two are her heroes, I think."

"I'M not a hero," the Doctor argued.

"I'm not either," the Professor agreed, giving the Doctor a pointed look, he wanted to play that game, so would she.

"Well, neither am I," Robin smiled, "But if we keep pretending to be?" he gave a small laugh, "Perhaps others will be heroes in our name. Perhaps we will both be stories. And may those stories never end," he held out a hand to the Doctor, shaking his, "Goodbye, Doctor, Time Lord of Gallifrey."

"Goodbye, Robin, Earl of Loxley."

He turned to the Professor holding out hand to her, "Goodbye, Professor," he took it, "Time Lady of Gallifrey," and moved to kiss it…only for the Doctor to reach out and take her hand back, giving him a narrowed eyed look for his attempt.

The Professor shook her head at them, "Goodbye, Hood," she offered, "Outlaw of Sherwood Forest."

Robin laughed at that, "And remember, I'm just as real as you are," he gave them a wink before slowly stepping back, bowing to them.

The Professor gave him a small salute as the Doctor opened the door to allow them into the TARDIS, Clara waiting for them at the console.

"Admit it," she smirked, "You like him."

"Not as much as the Doctor," the Professor patted the man's arm, moving around the console.

"I like him well enough," the Doctor sighed, "I'm leaving him a present, aren't I?" he reached out and pulled a lever, making the TARDIS start to dematerialize, but not before moving the monitor around to the two women, allowing Clara to watch as they disappeared, revealing Maid Marian standing there, Robin and his love reuniting in a tight embrace before the image faded away, leaving Clara grinning widely.

"Right then," Clara patted the console, "I need to change out of this," she tugged at her dress, hiking it up before hurrying off up the stairs.

"What do you think?" the Doctor looked at the Professor, "Robin Hood."

"Hmm..." she hummed, stepping over to him, putting her arms around his neck, "Not quite as much a hero as another legend I know of," she smiled up at him.

He just leaned in and gave her a gentle kiss for that, pleased that, even when confronted with an actual hero...HE was still HER hero.

* * *

**Notes for the Chapter:**

> I was SO tempted to have Robin flirt with the Professor in this chapter, but I felt like the second he knew she was married and pregnant (or even just married) he'd back off because that's not the honorable thing to do ;) I also wanted the Professor to be able to get some action in before she ends up a bit too big to do much ;)


	4. Listen

The Professor was sitting in the door of the TARDIS, her legs dangling off the side of the TARDIS as they floated above the earth, her hands resting on her stomach with a frown of concentration on her face.

"What are you doing?" the Doctor asked as he moved to sit beside her, turned slightly so that one leg was curled up, his foot just behind her back while the other dangled out, facing her.

She glanced over at him for that, smiling at how he was focused on her, he really had missed her on Christmas. She reached over and took his hand, placing it on her stomach, "I'm trying to feel the baby."

She should have been able to feel it by now, feel it move, it had been another month, she was at 4 now and she'd read that she might be able to feel it around this mark…but there was nothing, no kicks, no digs into her ribs, nothing yet.

"Have you?" his eyebrows rose, his hand pressing more firmly onto her stomach as though he might be able to feel it too.

"No," she sighed, letting go of his hand, turning it to lace their fingers together as she looked out at the Earth.

"Why did you want to check here?" he eyed her, "You could have felt it while you were on the armchair or…"

"I feel like I'm burning up," she admitted, "I'm like a walking furnace and the console room was too warm," she gestured around, "It's cooler here."

"I could turn down the heating," he moved as though about to do just that but she tugged him to stay there.

"It's fine, YOU get colder than me," she shrugged, "I'd rather you warm than cold."

"It's really fine," he insisted, "I can just…and I am not colder than normal."

"Your hands are like little ice patches with these spindly icicles poking me at night," she laughed.

"Are my hands really that cold?" he looked down at them, a deep frown on his face, as though he hadn't realized and, had he, he would have worn mittens to bed to help.

"I actually like it," she reached out to take the hand he was examining, lacing those fingers too, "Means I can warm them up. And I DO have extra heat to spare."

He smiled at that, lifting their hands to kiss her fingertips.

"So now you know why I'M here, what about you?" she shifted, bringing a leg up to rest on the floor, letting one of her legs dangle out as well, "What brings you all the way to the TARDIS door?"

"It's not important," he shrugged.

She gave him a look, "Over 2000 years, Theta and you've never found something interesting that wasn't important. What is it?"

He let out a long breath but couldn't help but smile at that, "I had a nightmare last night."

"You did?" she frowned, "Why didn't you wake me?"

"Two reasons," he held up their joined hands, lifting only one finger on each, "The first is…you sleep like the dead," he told her, "I mean, really, the TARDIS could be sitting exploding and I'm pretty sure you'd sleep through it," she rolled her eyes at that, "And the second," his expression grew softer, "You're my wife, my Bonded, and you're pregnant, I want you to rest up as much as you can and not bother you…"

"It wouldn't be a bother," she cut in.

"I know, I know," he nodded, "It wasn't a terrible nightmare," he defended, "I've had it loads of times before and…"

"The one where you went to get up and someone grabbed your ankle?" she guessed.

He seemed about to try and snap his fingers to point at her only to realize he was still holding her hands and nodded, "That's the one."

She frowned at that. It was an…odd nightmare, one that he hadn't actually claimed to be a nightmare really. She knew why he dreamt it, what it was based on, as did he. But she also knew that it was an odd sort of nightmare that hadn't started till after they'd graduated from the Academy, it wasn't a childhood dream, but one from his adulthood.

"And why are you finding it interesting now?" she asked.

"Listen," he leaned in to whisper that word.

She gave him a look, waiting for him to continue, but he was silent, "I'm listening."

"No, no, I mean…question," he squeezed her hands, "Why do we talk out loud when we know we're alone?"

"Because you're completely mad."

"Ha ha Kata," he rolled his eyes, squeezing her hands again, "Being serious now."

She shrugged, "Because talking out loud helps us feel like it makes more sense, helps us work it out with the help of hearing our problem instead of thinking about it. We can pretend that someone's listening and…"

"And what if someone IS," he began, "What if we talk out loud even when we're alone, because we know we're NOT alone."

She gave a look around, "Seems like we ARE alone."

"No, no, because you see…evolution perfects survival skills. There are perfect hunters. There is perfect defense. Question…why is there no such thing as perfect  _hiding_?"

"Hiding IS a defense though," the Professor argued, "Any method of action that helps prevent an offense from being successful is a defense."

"No, no, the answer is…how would you know?" he started to grin, "Logically, if evolution were to perfect a creature whose primary skill were to hide from view, how could you know it existed? It could be with us every second and we would never know. How would you detect it, even sense it, except in those moments when, for no clear reason you choose to speak aloud? What would such a creature want? What would it do? Well?" he wiggled her hands, grinning madly, "What would you do?"

"I would recommend you get some sleep," she frowned at him, "I'm starting to think you really HAVE gone mad. How long ago was it, this nightmare Theta? It wasn't just last night was it? How long ago? How long have you gone without sleep? I'd guess a week if you're talking like this…"

"I'm perfectly fine, Kata," he reassured her, "Come…" he helped her up and led her up to the chalkboard, pointing at where 'Listen' was scrawled across it, "See?!"

"You wrote 'listen' on the chalkboard," she stated, giving him a look.

"No," he smiled, "You see… _I_  didn't."

And, before she could even speak another word to ask him to go to sleep, because it was very much HIS handwriting there and he could be quite forgetful when he hadn't gotten enough rest, he was off, running to the console, piloting them away.

~8~

The Doctor and Professor looked over as they heard a thump to see the door to Clara's bedroom opening, hitting the side of the TARDIS, barely allowing enough room for Clara to stick her head in at them.

"You just have to squeeze through," the Doctor called as he leaned against Clara's vanity, the Professor sitting on the chair before it with…

"Is that…a carrot?" Clara eyed the woman as she pushed her way into her room, eyeing the thing in the woman's hand.

"Yes," the Professor nodded.

"Covered in mayonnaise?"

"Yes. Yes it is."

Clara grimaced at that, "Lovely."

"What's wrong with it?" the Professor frowned.

"Nothing," Clara gave her a small smile, "Just don't ask me to take a taste."

"Not a problem," the Doctor reassured her, "She's reached the stage where her food is HER food."

"Oi!" the Professor poked him in the side with the tip of the carrot, "Are you calling me greedy?"

"No," he chuckled, holding his hands up in surrender till her mock-glare faded and she took another bite of the carrot, "Why do you have three mirrors?" he asked Clara, nodding his head over at the vanity mirror, three of them with two set in a small turn, "Why don't you just turn your head?"

"What are you two doing in here?" Clara asked, setting the teacup she'd had in her hand on the side of her vanity, "I wasn't expecting you for a few more days…" she'd noticed that they almost came like clockwork now, or they had the last two times. It seemed like they were back to how they'd been before, every Wednesday, but not EVERY Wednesday. It was like they always popped up ON a Wednesday, whether it was a week later or a month or something like that, but always Wednesday. It was Sunday.

"Well when you spoke to us before you said you had a date," the Professor shrugged.

"We thought we'd better hide in the bedroom in case you brought him home," the Doctor agreed.

"Which is also why we set down in the bedroom, because he should NOT be anywhere near there so early in the relationship missy," she pointed at Clara, making the woman roll her eyes but crack more of a smile.

"Bit early, aren't you?" the Doctor glanced at the clock in the room, "Did it all go wrong, or is this good by your standards?"

Clara gave him an unamused look, "It was a disaster and I am extremely upset about it, since you didn't ask."

"We thought asking would make you more upset to recount," the Professor apologized.

It was how she was, she hated when most people would try and poke and prod at her to talk about something that she found upsetting. She didn't like to talk till she was ready to do it, something the Doctor understood. He waited till she came to him, but he always made sure she knew that he knew she was upset and that he was there for her. She didn't like having to talk about things before she was ready and, if something bad happened, she didn't always like to go on about it right after it happened, it was too fresh.

"We need you, anyway," the Doctor added, "For a thing."

"I can't," Clara shook her head at that.

"Oh, of course you can," the Doctor gestured at the TARDIS, "Come on, you're free. More than usually free, in fact."

"No, it's just possible that I might get a phone call."

"From the date guy? It's too late. You've taken your makeup off," he added.

"No she hasn't," the Professor gave him a look.

"I'm still wearing my makeup," Clara agreed.

"Oh, right," he shrugged, not particularly caring that he'd not noticed, he didn't really notice other women or their makeups, he really only had eyes for the Professor and she didn't really care for all that, he loved that about her. He knew her reasoning for it wasn't quite as lovely though, makeup reminded her of putting on a mask, of hiding your real face and she'd had enough of that during the war, being nothing but a shell and a mask and she didn't want to do anything that made her seem less real and less like herself, "Well, you probably just missed a bit. Come on, come on, come on, come on," he tried to gesture her to the TARDIS again, moving to open the doors.

The Professor rolled her eyes and got up, reaching over to snag the sonic out of the Doctor's pocket, "Can I have your mobile, Clara?" Clara tossed it to her and she soniced it, "There, if anyone calls your house it'll come to your mobile too. You won't miss any calls."

"Thanks," Clara smiled, turning to follow the Professor into the TARDIS, maybe this was just what she needed, an adventure to get her mind off of her rather abysmal date (that she was pretty sure was half her fault looking back on it), "Right," she sighed, moving up to the console after the Time Lords, "So what's happened?"

"The Doctor's finally had a breakdown," the Professor deadpanned.

"No," the Doctor pointed at her, before spinning and moving his pointing finger at Clara, "You know sometimes when you talk to yourself? What if you're not?"

"Not what?" Clara blinked.

"Talking to yourself," the Professor sighed moving over to the armchair to sit down, "The Doctor thinks that you're actually talking to someone else."

"What?" Clara nearly laughed at that.

"Proposition," the Doctor called, "What if no one is ever really alone? What if every single living being has a companion, a silent passenger, a shadow? What if the prickle on the back of your neck is the breath of something close behind you?"

Clara gave him a look, "Have you been sleeping, Doctor?"

"Why does everyone assume it's that?" he huffed.

"I said the same thing," the Professor called when Clara looked a bit confused by his words.

Clara rolled her eyes and poked him in the face, just under his eye, "You've got bags darker than my mascara when it runs," she told him.

"Well then what do you call THIS?" he turned and led her to the chalkboard, pointing at the 'listen' written on it.

"It looks like your handwriting," Clara told him, glancing at the Professor when she heard the woman mumble something about how she'd said that too.

"Well, I couldn't have written it and forgotten, could I?" he defended, looking between the two women.

Clara scoffed at that, "Have you met you?"

"Oh, but it's not just that Clara," the Professor sighed, pushing herself up to join them, "He's also gone through this," she gestured at a small table to the side covered in books, all open to various pages.

"What's all that then?"

"Research," the Professor told her, "I haven't seen him actually research like this since his TARDIS exam…and he failed that."

"Bring that up," the Doctor huffed under his breath, before moving to join them, "It's not just research," he picked up a book, "It's dreams. Accounts of dreams, by different people, all through history. You see, I have a theory…I think everybody, at some point in their lives, has the  _exact same nightmare_. You wake up, or you  _think_  you do, and there's someone in the dark, someone close, or you think there might be. So you sit up, you turn and put your feet on the floor, and turn on the light and the room looks different at night. It ticks and creaks and breathes. And you tell yourself there's nobody there, nobody watching, nobody listening, nobody there at all. And you very  _nearly_  believe it. You really,  _really_  try and then…" he quickly made a grabbing motion with his hand, making Clara jump, "Something grabs your ankle."

"Apparently there are accounts of that dream throughout human history," the Professor added, sounding almost exasperated, which was odd to Clara, usually the Professor was very keen to investigate the Doctor's hunches no matter what they were.

"Time and time again!" the Doctor nodded, "The  _same_ dream. Now, there is a very obvious question I'm about to ask you. Do you know what it is?"

"Have you had that dream?" Clara spoke.

"Exactly."

"No," she sighed, "That was me asking you," she glanced between them, "Have you had that dream? Either of you?"

"I asked first," the Doctor tried to delay.

"No, I did."

"You really didn't."

"Yes he has," the Professor answered, "Clara?"

"Yeah, probably," Clara shrugged, "Yes. But everyone dreams about something under the bed."

"Why?" the Doctor asked.

"That would be like asking why everyone has a fear of the dark," the Professor sighed, "Or why nearly every continent on Earth has pyramids built the same way. Or why every culture has some sort of dragon myth even when they've never existed. Everyone, every species, fears what it can't see. And you can't see under the bed when you're sitting above it."

"Well then we should find out then," the Doctor determined, "Come on," he took Clara's hand and led her over to the console, to a section with slots cut across it, a sort of pink lump with little squiggles in it, almost like an oversized brain, visible through it…something which the Doctor then gently forced Clara's fingers into, "Just hold on tight. If anything bites, let it."

"What is it?" Clara glanced at the Professor.

"It's just the TARDIS telepathic interface," the Professor reassured her, "It's just…more manual now than it was before. You're in mental contact with the TARDIS."

"So don't think anything rude," the Doctor pointed a warning finger at Clara.

"Why not?" Clara frowned.

"It might end up on all of the screens," the Doctor brought the monitor over to the Professor to help him keep track, "The TARDIS is extrapolating your entire timeline, from the moment of your birth, to the moment of your death…"

"Which I do  _not_  need a preview of."

"I'm turning off the safeguards and navigation," he ignored her, "Slaving the TARDIS to you. Focus on the dream. Focus on the details. Picture them, feel them…"

"Why?" Clara hesitated to do so.

"The TARDIS will track on your subconscious," the Professor explained, leaving the Doctor to get to setting those commands, "And extract the relevant information. It's going to try and home in on the moment in your timeline when you first had that dream."

"And then, we'll see," the Doctor grinned.

"What will we see?" Clara shook her head, barely keeping up.

"What's under your bed," he pulled a lever sending the TARDIS off, "Ok," he looked at Clara, pointing at her, "Now," he gave her a pointed look and Clara sighed but closed her eyes, focusing on the dream, focusing on when she'd had it, on what had happened around it, "Don't get distracted. Remember, you are flying a time machine…

She winced as her mobile went off and she couldn't help but think of Danny Pink, a teacher at the school, that she'd gone to get a drink with…her date…her rather badly-ended date.

"You can't answer it just yet, Clara," the Professor warned her, "Sorry. You can call them back the second you're done but for now you have to ignore it."

The Doctor pulled another lever, landing them with a thump that jolted Clara to looking up, "Ok," he smiled at them, "That's good. That worked. We're here."

"Sorry, I think I got distracted," Clara warned but the Doctor was already leading the Professor to the doors.

"No, no, no, no, no," he waved her off, "The date's fine. Come on."

"Come on where?" Clara called, hurrying after them, having had to tug her hands rather hard to free them.

"Your childhood," the Doctor stepped through the doors with the Professor and out into a dark night, a large building beside them with a majority of the lights off save a few.

"The West Country Children's Home," the Professor frowned up at it, "Gloucester."

"By the ozone level and the drains, mid-nineties," the Doctor agreed, "You must have been here when you had the dream."

"I don't think so," the Professor shook her head at it.

"Never been to Gloucester in my life, and I've never lived in a children's home," Clara agreed, crossing her arms.

"You've probably just forgotten," the Doctor shrugged, "Have you seen the size of human brains? They're hilarious. Little-you must be in here somewhere, with your little brain."

"I think you've got that reversed," the Professor told him, "We looked in on Clara's life, remember?" she turned to him, "When we were trying to figure out how she could exist. We tracked her life. We saw her with her mum and dad, from infancy to when we met her. She was never in this home."

"Really?" the Doctor frowned.

The Professor let out a gentle breath, seeing that he genuinely couldn't seem to remember that and took his hand, "Really," she whispered.

Centuries on Trenzalore, she had to remind herself. It was so…easy, to forget that he'd been apart from her that long. It had been instants for her, and he didn't act much differently than he did before…if he was a bit more hovering of her, but still…that was to be expected with pregnancy wasn't it? For HIM though, it had been centuries and centuries without her or Clara, and she knew he held more tightly to the memories of her than others. They'd really only peeked in here and there with Clara, and it was essentially just one trip. She couldn't expect him to remember that after so long.

And then there was the fact that Clara still likely had clones running about all over the place, for all they knew one of them could be in there. (Were there still clones? If the Doctor never died on Trenzalore, would his time tunnel still be there? They didn't want to find out.)

"Even if I WAS in there, wouldn't it be bad if I meet myself?" Clara glanced at them.

"It is potentially catastrophic," the Doctor agreed.

Clara gave him a look, "So why did you bring me out here?"

"He's sleep deprived," the Professor reminded her, "He doesn't think well when he's tired."

The Doctor sighed and looked back at Clara, "Probably best for you to wait in the TARDIS," he admitted.

"But I…"

"See you in a minute," he called, already walking towards the main doors of the home with the Professor, "TARDIS!"

"But if I  _had_  been distracted," Clara shouted after them, "What would have happened?"

"We would probably have ended up in the wrong place," the Doctor waved back at her, "But I don't think we have, because the time zone's right."

The Professor shook her head at that, "Don't worry Clara, we won't be long."

The Doctor held the door open for the Professor to enter the home, pulling the sonic out to get a trace of what the TARDIS had homed in on, to lead them to the bed in question and the person about to have the dream. He took her hand and led her down the hall, just past a balding security man who was watching something on the telly.

"How did you get in?" the man spun around, catching sight of them in a reflection and turning to look at them.

"Your door must be faulty," the Doctor shrugged, pulling the psychic paper out of his pocket to hold it up to the man.

"An inspection?" the man read, "It's two in the morning!"

"When better?"

"When there's something to inspect," the Professor offered as an answer.

She wasn't trying to put him down or act like she didn't think his hunch was viable, it was just…she knew what he was like when he got like this, when he had such little sleep. He grew very focused on something, had to see it through, had to prove he was right or it would drive him mad. He'd barely listen to anyone, hardly slow down, and grew a bit manic trying to find out if what he thought about something was indeed correct. Often, afterwards, when he'd slept and calmed down he could be more rationally spoken to, but like this he'd pretty much ignore even HER in his quest, so really…the only thing she could do was go along with it till it had run its course.

It didn't happen often, she could count on one hand how many times it happened around her, but when it did it was always worrying, because the things that triggered it were often very deeply repressed and meaningful for him, hard for him to deal with till it all just blew up like now.

She just…couldn't understand why this particular dream had sparked such a reaction. As he'd said he'd had it many times before so why now?

"Do you always work here nights?" the Doctor eyed the security man.

"Most nights, yes," he nodded.

"Do you ever end up talking to yourself?"

"All the time. It's this place. You can't help it."

"What about your coffee?" the Doctor nodded over at a cup sitting on a table.

"My coffee?" the man glanced at it as well.

"Sometimes, do you put it down, and look round, and it's not there?"

The man frowned but shrugged, "Everybody does that."

"It's called forgetfulness," the Professor reminded him, "It's like when humans lose their car keys and realize they're in their hands. Or when they misplace their glasses and find them on top of their head. You said it to Clara, humans have small brains, they can't remember everything."

"Yes, ok," he nodded, but pointed at the telly as it switched off, "Who turned your telly off?!"

"It does that," the man didn't seem perturbed, "It just goes off," he turned to look at the television, giving the Doctor a chance to pull the Professor off.

"It's faulty wiring," the Professor told him, "Systems glitch, all the time. If the wind is too strong and shakes the powerlines it can make the telly turn off. If a circuit breaker is old it can slip and turn them off. If the television itself is old it might just flicker off on its own. Doctor," she tugged him to a stop, "Please…" she looked at him, genuinely concerned, "You're going to make yourself ill going frantic over this. It's just a dream driven from natural, psychological fears that everyone has, every species. There is nothing special about this dream."

"But there IS," he argued, "There's something more here, I just…" he looked at the sonic, flicking it on, picking up the trace, "Have to find it. Come on!" he turned and started down the hall once more, the Professor sighing but going with him.

~8~

"This way!" the Doctor shouted as he and the Professor hurried down a hall, towards a room at the end where they could just about hear Clara speaking.

"…not funny this, you know!"

They moved faster when they heard a slight tremor of fear in her voice, quickly reaching the room and turning the light on. Clara and a small black boy were standing to the side of the room, Clara in front of the boy and staring at something on the bed. Whatever it was that was there was sitting on it, a thick, red, crocheted blanket draped over it to hide it.

Clara looked over at them when the lights came on to see the Professor had sat down on a chair by a small desk, a book in her hand as the Doctor stood behind her, his hands on her shoulders but his eyes, for once were not on his wife, but on the thing sitting on the bed.

"Where is he?" the Doctor asked.

"Doctor?" Clara frowned, not sure what he was talking about or who he was asking about as he was clearly looking at someone.

"Wally," the Doctor answered, "Can't seem to find him," he nodded down at the Professor.

The woman blinked and looked up at her husband, "It's not a Where's Wally book," she told him, holding it up for him to see it was, indeed, not a book like that.

"Isn't he supposed to be in every book though?" the Doctor countered, though he still didn't look away from the thing on the bed.

"No," the little boy replied.

"Really?" the Doctor scoffed, "Well, that's a few years of my life I'll be needing back."

"You…" the Professor looked at the little boy, setting the book aside, "What's your name then?"

"Rupert," Clara told them.

"Are you scared Rupert?" the Professor leaned forward on the chair slightly, "Over on the bed," she wasn't going to say whatever it was, she knew what it was, she could hear its breathing and what it sounded like, she wasn't going to call it a thing either, especially when that wasn't what it was, "Does it scare you?"

"Yes," Rupert swallowed hard.

"Good," the Professor nodded.

"Why's that good?" Clara half-hissed at her, squeezing Rupert's shoulders as she tried to comfort the boy.

The Professor looked up at the Doctor, half expecting him to say something about it, but he was still just staring at the thing on the bed, frowning, tense, as though he expected it to attack them. Well, she knew he was readying himself in case it attacked HER, he really was quite dismissive of humans wasn't he? She sighed but turned back to Rupert, getting off the seat and taking a moment to revel in the fact that she could still get up without needing extra effort, and headed over to Rupert, crouching down before him and taking his hands, "Because being scared is a superpower."

"No it's not," Rupert shook his head.

"It is," she stressed, "It makes you faster and stronger. See…your heart starts beating hard, which means there's more blood and oxygen heading to your brain, makes you more clever," granted, not quite as clever as if he had the cerebral fluid of a Time Lord, "And that sends pulses to your body that let you run faster and fight harder and jump higher, last longer. You're on edge, so you're on alert, you can hear things you didn't before, your gaze is sharper, your sense of smell stronger. Trust me," she squeezed his hands, "Being scared…it makes you more aware and that makes you stronger and more clever. Scared…" she took a breath, thinking back to all the times, the many, MANY times she had been terrified, "Scared keeps you fast and it keeps you alive in the face of danger."

"And there is danger in this room," the Doctor nodded, straightening, though, with the Professor's back to him, he couldn't see her roll her eyes at that which made Clara frown, "And guess what? It's you," he stepped past the chair to look at Rupert, "Do you feel it? Do you think he feels it?" he nodded at the bed, "Do you think he's scared? Nah. Loser. Turn your back on him."

"What?" Rupert gasped.

"Yeah, turn your back on him," the Doctor nodded, stepping closer to help the Professor up, "Come on. You too, Clara," he led the Professor over to the window, looking out of it, "Clara, your back, now."

"Professor?" Clara hesitated to move.

"Might as well," the Professor sighed, knowing there was nothing to say that would change the Doctor's mind about this course of action, "Rupert, you too," she glanced to the side as Clara led Rupert to turn.

"Turn your back," the Doctor agreed as Clara moved over to them, looking out the window with them, "Do it now, turn your back. Lovely view out this window."

"Yeah," Clara rolled her eyes, "Come and see all the dark."

"The deep and lovely dark," the Doctor nodded.

The Professor could agree with that at least, "We'd never see the stars without it," she murmured, thinking about how she loved to look out the TARDIS doors at the stars when they drifted in space.

"Now, there's one possibility…" the Doctor began, his voice growing quieter.

"Two," the Professor cut in, "Possibility one, it's just one of his friends standing there," she looked at the window to see that the thing on the bed had stood up and gotten off to stand at the foot of the bed, "And he's playing a joke on Rupert."

"Possibility two, it isn't," the Doctor continued.

The Professor nearly rolled her eyes at that and, had it not been for the fact that the Doctor would see it in the reflection of the window, she would have. She was actually firmly of the belief that it really was just one of the other boys playing a mean joke on Rupert. It wouldn't take much and it wasn't like the Doctor had scanned it to see.

THAT was another thing that made her feel like this really was the lack of sleep getting to the Doctor. Because he always knew, somewhere inside his head, that he was making a big thing out of nothing and that what he thought it was wasn't really like it at all. Right now, he hadn't scanned the thing. He'd tell himself it was because it could have made the thing attack, flashing something in its face like that. But she knew, somewhere in the back of his mind it was because he knew if he scanned it, it wouldn't be the interesting danger he thought it was.

She could hear it, the breathing, the pitch, the sound of it. It was human and it was a child. It probably would have torn the blanket off and shouted 'boo!' at Rupert had it not been for Clara. Now that adults, more than one, were in the picture, the child would be afraid it would get caught and be in trouble. It was best to stay silent and let them think him a monster or creature than to reveal it was just an ordinary boy. It was why she was going along with it and not ripping the blanket off it to show them herself. The boy didn't want to get caught and she knew how well that felt from the Academy with the Doctor as her friend. She could let this have that, Rupert learned a lesson in pushing through the fear, and the boy would likely not dare try this again because he'd nearly gotten very caught last time.

She doubted there was a child on earth with the Doctor's streak of nearly getting caught and then trying again.

"So, plan?" Clara's voice cut through her thoughts, "Plans are good."

The Professor opened her mouth to offer one when the Doctor snapped his fingers and pointed back towards the bed without looking at it, "You on the bed, I'm talking to you now. Go in peace. We won't look. Just go. If all you want to do is stay hidden, it's ok. Just leave."

"Is it gone?" Clara whispered, her eyes up, listening more than actually looking at anything but not hearing anything.

"Do you see its reflection right there?" the Professor pointed at the window where the reflection of the blanket was nearly behind them, "It's right behind us."

"Don't look round," the Doctor warned, "Not yet."

"I can't hear anything," Rupert commented, unable to see the window as he was looking at the backs of Clara and the Professor.

"Don't look round," the Doctor repeated, reaching out to grab Rupert's shoulder when he tried to turn around, "Look away! Look away now! Don't look at it! Don't look round. Don't look round. Don't look at the reflection…"

"What is it?" Rupert whispered, the Time Lords seeing the thing start to pull the blanket off of itself.

"Imagine a thing that must never be seen. What would it do if you saw it?"

"I don't know."

"Neither do I. Close your eyes!" he added quickly, seeing the blanket starting to fall and snapping his eyes shut.

"What?"

"Close your eyes. You too, Clara," the Doctor called, though the Professor could see Clara had already closed her eyes, "Give it what it wants. Prove to it that you're not going to look at it. Make a promise. A promise you're never going to look at it."

The Professor looked at the reflection a moment, before shaking her head and closing her eyes out of humoring the Doctor more than danger.

She'd been right.

Rupert pressed his eyes closed together, whispering, "I promise never to look."

"The breath on the back of your neck, like your hair's standing on end," the Doctor whispered, "That means, don't look round."

"Or it could mean there's a chill coming from outside," the Professor deadpanned.

Clara jumped when the sound of the door slamming shut sounded, "Gone?"

"Gone," the Professor agreed, already with her eyes open and turned to look at the room.

"He took my bedspread," Rupert frowned, seeing the red blanket was gone.

"Oh, the human race," the Doctor rolled his eyes, "You're never happy, are you?"

"Am I safe now?" Rupert looked up at them as the Doctor and Clara began to look around the room, the Professor moving to sit back down with the book she'd had before.

"Nobody's safe," the Doctor murmured, picking up a small orange robot and fiddling with it, "Especially not at night in the dark. Anything can get you. And all the way up here, you're up here all alone…" he winced suddenly as Clara slapped him in the back of the head, "What was that for?"

"Well, now we've settled who'll be telling the bedtime stories," the Professor mumbled, putting a hand on her stomach, trying to feel the baby move again, glancing up at the Doctor as he frowned at her, "Not you."

"Leave this to me," Clara shook her head at the Doctor and turned to a small box of little plastic soldiers she'd spotted on the floor, "These yours?" she picked them up.

"They're the home's," Rupert shook his head.

"They're yours now."

"People don't need to be lied to," the Doctor muttered to Clara as she began to pull the soldiers out of the box.

"People don't need to be scared by a big gray-haired stick insect, but here you are," she shot back, making the Professor laugh.

"Oi!" the Doctor frowned at her, moving over to the Professor's side, and putting his hands back on her shoulders.

"Don't worry," the Professor patted his hand, "You're MY big, gray-haired stick insect of a husband."

He smiled at that and lightly squeezed and rubbed with his hands, giving her a bit of a neck massage as they watched Clara work.

"Rupert, see what I'm doing?" Clara began, moving onto her knees and placing the little soldiers around the edge of Rupert's bed, on the floor, making a sort of perimeter, "This is your army."

"Plastic army," the Doctor muttered, "Ow!" he flinched when the Professor pinched his hand, making him pull away and rub it.

She rolled her eyes and took his hand back, pressing a kiss on the back of it, "Better?"

"Thank you wife," he nodded, resuming his massage of her neck.

Clara shook her head at them, they were so old-people-flirting now, but she turned back to Rupert who was sitting on his bed now, "They're going to guard under your bed. You see this one?" she held up a small one that seemed a bit more worn than the others, parts of it snapped off, like its weapon, "This is the boss one, the colonel. He's going to keep a special eye out."

"It's broken," Rupert frowned.

"Well," Clara leaned forward, at the foot of the bed, to rest her crossed arms and chin on the edge of the frame, "Want to know a secret?" Rupert nodded, "The broken ones are always the strongest," she smiled when she heard the Doctor's movements stop, when she heard the Professor let out a breath at that, both of them knowing she was talking about the Professor, "Because…they've got something special. They're SO strong that, even being broken, they don't fall apart. They're held together by stronger stuff than others. The broken ones…are the ones that fight even harder to keep people safe…so that THEY don't end up broken too."

"Clara…" the Professor breathed, smiling at Clara when she looked back at her, giving the Time Lady a smile and a nod, telling her that she fully believed everything she'd said.

"But how can that one fight harder when it doesn't even have a gun," Rupert argued, pulling Clara's attention back to him.

"That's why he's the boss!" Clara cheered, holding the little toy up, "A soldier so brave, so clever, and so strong that she doesn't need to use a gun even if she has one hidden on her…"

"That's a BOY soldier."

Clara blinked, just realizing that she'd started to call the male soldier a she, "Well, soldiers can be boys or girls."

"That one's a boy though," Rupert insisted.

"Ok," Clara nodded, "Then THIS one, he can keep the whole world safe. What shall we call him?"

"Dan," the boy smiled.

Clara's breath caught in her, thinking about this boy, Rupert Pink, and now he wanted to be called Dan? Like…Danny Pink?

"Sorry?" she swallowed hard.

"Dan, the soldier man," Rupert nodded, reaching out to take the soldier, "That's what I call him."

"Good," Clara murmured, "Good name."

"Yeah," Rupert smiled, "Would you read me a story? It'll help me get to sleep."

"Sure," Clara shook herself out of her shock and moved to stand up, about to turn to the Professor for the book she was holding, but the Doctor had already walked past her and towards Rupert.

"Once upon a time…" the Doctor began, touching Rupert's forehead and causing the boy to fall back onto the bed, dead asleep, "The end," he looked over at them, "Dad skills."

The Professor sighed and patted her stomach, "Yes, definitely NOT you in charge of the bedtime stories."

~8~

"So…" Clara began as she followed the Time Lords up to the console, "Is it possible we've just saved that kid from another kid in a bedspread?"

"It's entirely possible, yes," the Professor nodded, that was EXACTLY what she thought it was, most likely exactly what it really WAS too.

"The bigger question is," the Doctor spun around to her, "Why did we end up with him, and not you?" he eyed Clara closely for that.

Clara shrugged, "I got distracted."

"But why that particular boy?" the Doctor shook his head, "You don't have any."

"You had better not have any yet," the Professor pointed at Clara.

"If that was the mid-90s, how would it be  _my_ kid?" Clara gave her a look, "And no, I don't have children yet."

"Good," the Professor nodded, "You're too young to be a mother."

"I'd reckon I'm the earth equivalent to your age," Clara challenged.

But the Doctor scoffed at that, "Not even close."

The Professor hummed, thinking of why else they might have been there, "You don't have any kind of connection with that boy, do you?" the Professor inquired, moving around the console.

"No!" Clara said quickly, a bit too quickly but, for once, it seemed like the Professor hadn't noticed as she had reached out for a cookies that was sitting on a plate on the console and was munching on them. She didn't know what it was about the Professor and this pregnancy, but the fact that she was so distracted by food both made Clara chuckle silently and very grateful that she hadn't noticed that because she doubted that the Doctor actually had noticed either, "No, no, no. Of course not. Why do you ask?"

"The TARDIS was slaved to your timeline," the Professor mumbled through a mouthful, swallowing hard as the Doctor crouched down to examine one of the panels, "Theoretically, there should have been some connection is all."

Clara nodded at that, her mind already racing about what sort of 'connection' it could have been, "Will er, will he remember any of that?"

"Scrambled his memory," the Doctor shook his head at that, "Gave him a big old dream about being Dan the soldier man."

"Dan the Soldier Man?" the Professor scoffed, "That's a funny name."

"Well I couldn't call him 'the Professor," the Doctor argued, "That title's already taken and if he even tried to be half the Amazon you are he'd either end up very confused or with quite a few compensation issues to sort through."

The Professor shook her head at that.

"You…gave him the idea of Dan the Soldier Man because you were thinking of Gran?" Clara asked weakly, feeling tears building in her eyes at that.

"Well, to be fair, when am I NOT thinking of my wife?" the Doctor shrugged, moving to the console, not noticing how Clara turned away at that.

Clara closed her eyes, trying not to cry as she realized what had happened. Even though the boy, Rupert, had said he wanted to be a soldier one day, she doubted he actually WOULD. He was so young and she just couldn't think of a boy so innocent really wanting to get into war like that. Comparing him to Danny Pink, he really was more a maths teacher than a soldier and she just…she didn't want that to be his life, she didn't want him to become a soldier like that, to see how much it would affect him even now that a little joke that she made could make him upset enough to blow their date.

She'd hoped he would grow out of it, but now, to hear that the Doctor had basically reaffirmed that desire, made it more prominent…Rupert, sweet little Rupert, would grow up to become a soldier…and it would hurt him. And the worst part was that the Doctor didn't even realize.

Oh she knew he didn't mean for it to happen, but she also knew that if she brought it up to him, he'd defend himself and say that Rupert would make his own choices, it had nothing to do with HIM making up a dream about the boy being a soldier. Dreams faded, he would say, despite the fact he was apparently all about this trip because everyone was having the same recurring dream at one point and remembered it. And she knew that the Doctor wouldn't think of the horrors that Rupert would see if he did become a soldier, it was a little boy thing. Little boys played with soldier dolls and soldier figures all the time, they HAD to dream about them as well at some point, he'd just…made the dream bigger.

And she knew that his intentions were probably just as he'd implied, he wanted to help the boy be braver and stronger, like a soldier, without becoming a soldier-soldier. He seemed to have altered how he viewed real soldiers and compared them to the Professor. SHE was the real soldier, she was the real fighter, she was the one who really made a difference…everyone else would never live up to her. Oh she fully doubted that anyone in the Universe could live up to the things the Professor had done…and neither the Professor nor the Doctor would want them to.

If he'd made that dream about Rupert becoming a fighter like the Professor…he'd never achieve it, it was an impossible dream, and it would be a torture that neither of them would want for the boy. And it would be a disappointment to him. She knew the Doctor had just wanted to give the boy more honorable aspirations, a good life and help him make good, moral choices. Be a soldier, defend people, protect people, help them, be strong and courageous and honorable…THAT was what she knew he had tried to give the boy dreams of being.

But she knew that it would go wrong or got too far into Rupert's subconscious and he'd become a soldier too, all because of that dream, because her words about the Professor had likely triggered the Doctor to think of her when he gave that dream to Rupert.

No, she shook her head, not ALL because of the dream, Rupert HAD mentioned a desire to be a soldier beforehand. The dream would just cement it more.

"Clara?" the Professor's voice called, making Clara jump when she felt a hand on her shoulder, "You ok?"

"Yeah," Clara spun around, "I'm…I'm fine, I just…I'm sorry to ask, and, you know, I realize this is probably against the laws of time, or something, but um…could you do me a favor?"

"It depends what the favor is," the Doctor began warningly, straightening.

"Nothing enormous," she promised, "I just…could you take me back to the moment I left my date just before? I'm not going to try and stop myself, I just…I don't think I should have left."

"And you want to finish it," the Professor nodded, looking at the Doctor who shrugged, "So long as you don't interact with yourself, then it should be fine," she moved back to the console and began to set the coordinates with the Doctor.

Clara let out a breath, smiling, "Thank you."

She couldn't help but feel a bit…guilty. Because SHE had gotten distracted when Danny popped into her head before and the TARDIS had taken them to his childhood. He'd gotten the idea of being a soldier because the Doctor had had to scramble his memories and leave him with something. It was…it was her fault, in a way, that he'd grow up to become the man he was and she just…she owed it to him, after messing up like that, not to mess up again. She really should give him another chance because, whatever it was that made him as stuttery around her as he was, it was something that likely happened because of the life he had, and the life he had was in part because of her. She…she should get to know Danny just like she got an idea of Rupert, because they both were quite sweet and she just…she owed it to him to give it another chance and to be less how she normally was, because how she normally was was what had led to the confrontation in Rupert's room and the Time Lords needing to step in.

The Doctor pulled a lever and checked the monitor, "There we are…should be it."

Clara moved to the doors, the Time Lords behind her as she peeked out, not stepping out as she saw herself literally just leaving the restaurant, waiting till she'd gotten a good ways down the street before stepping out of the box, watching herself, "Is that what I look like from the back?"

"You're fine, Clara," the Professor reassured her.

"I was thinking it was  _good_ ," Clara smirked a bit.

The Doctor blinked and half-grimaced, "Really?"

Clara rolled her eyes at that, putting her hands to her ears, "I don't need to hear about how Gran looks from the back!" she shouted at them, turning when she reached the doors of the restaurant to salute back at them before stepping in once more.

"Fantastic," the Doctor mumbled.

"What?" the Professor looked at him.

"How…how you look from the back," he turned to her, "Absolutely fantastic."

She lightly whacked him on the shoulder, "Speaking of dates…" she began, reaching out to take his hand, "How about we have one too?"

The Doctor considered it a moment, "Does it have to be with the pudding-brains around?"

She laughed, "No, but I do have a condition that it be somewhere that we can GET pudding, all this talk of pudding-brains has made me want pudding now."

"Then let's get you some pudding," he laughed, leading her up to the console, "What do you think mum?" he looked up at the rotor, "Where shall the kids go for a date?" the TARDIS hummed, "Right then," he reached out, pulling a lever, letting the TARDIS pick the place, "Nope," he reached out, grabbing the Professor's hand as she moved to bring the monitor up, wanting to see where they were, "Surprise from mum," he pointed a finger at her, "No peeking."

He turned and led her to the doors, throwing them open, the wide grin that had been on his face fading when he saw a black man in an orange spacesuit standing before the doors, the look of a space capsule behind him, gray wisps in his hair and beard, and a tired look on his face.

"Are you the rescue party?" he asked them.

The Time Lords looked at each other a moment, before turning on their heels and hurrying back to the console as the man stepped into the room hesitantly, waiting by the doors as they checked the coordinates.

"There's still a trace of Clara's timeline in the telepathic circuits," the Professor reported.

"Clara, Clara, Clara, Clara, always with the Clara," the Doctor muttered, reaching out for a lever to pull and get them back to Clara, taking their mystery man along with them.

~8~

The TARDIS doors slamming were not the sounds that the Time Lords thought they'd hear from Clara when they sent the man that had followed them, Orson Pink he'd introduced himself as, to go fetch Clara. They knew they were interrupting her date a bit, but if she perhaps just went to the loo for a moment they could get her back within seconds. They just…well, for a trace of her to still be in the telepathic circuits, it wouldn't start to work properly till they'd gotten it all sorted and for that they'd need Clara to even get Orson back to where he belonged.

"I am trying to have a date!" Clara huffed, following Orson as he entered the box in his spacesuit, his helmet on as he hadn't trusted them when they said it was safe and breathable outside, not about to risk it, smart boy, "A real life, inter-human actual date! It's a normal nice, everyday, meeting-up sort of thing. And I would just like to know, is there any other way you can make this anymore surreal than it already is?"

"I think she thinks that's you," the Professor murmured to the Doctor as they watched her huffing and shouting at Orson…

That is, till he took his helmet off and revealed himself, and Clara's eyes went wide, "Hello."

"Well done," the Doctor called to Orson as they headed down the stairs, "You found her. Now this is really a bit strange…"

"Danny?" Clara breathed, staring at the man, at Orson, in shock.

"What's gone wrong with your face?" the Doctor eyed Clara and her wide eyes, "It's all eyes! Why are you all eyes? Get them under control."

"Er, who's Danny?" Orson frowned.

"Um…no one," Clara shook her head, "Just…thought you looked like someone."

"This is Colonel Orson Pink," the Professor introduced, rubbing her chest again, feeling a bit of heartsburn striking again, they'd been about to go to a restaurant of their own and get pudding and it seemed like her body was aware of that and now rebelling due to lack of pudding, "From about a hundred years in your future."

"Orson Pink?" Clara blinked at the odd name.

"Yeah, we laughed too," the Doctor grinned.

"WHO laughed?" the Professor gave him a look.

"Alright, I laughed," he muttered.

"Funny," the Professor sighed, "You usually only laugh at archaeologists, not other time travelers."

"I laugh at a lot of things."

"Not this you."

"Laughter gives you a headache," he reminded her.

"No, Robin and his Men gave me a headache. YOU…I like your laugh."

The Doctor smiled at that, "Then I'll try to laugh more often."

"Good," the Professor looked at Clara a moment, just realizing that she hadn't interrupted their 'flirty thing' as she liked to call it, which she usually did once they got started, only to see that Clara herself was more than a bit distracted and staring at Orson, "Do you have any connection with him Clara?"

The way she was looking at the man…

"Connection?" Clara breathed.

"Yes, maybe you're like a distant relative or something?" the Doctor offered.

"If he's from her future, how would she know that?" the Professor countered to him.

"Right," the Doctor nodded, that did make sense, "Ok," he looked at Orson, "Er, well, do you have any old family photographs of her?" he nodded at Clara, "You know, probably quite old and really fat-looking?"

"Are you talking about me again?" the Professor crossed her arms and gave him a look.

"No, I was talking about Clara," he turned to her.

"You just said old and fat."

"Yes…" he frowned, not sure what she was on about.

"I'M old and fat," she gestured at herself, looking away as she felt tears prickling her eyes for that. She shouldn't be crying, she should be HAPPY about it, because being old meant that she was alive and fat…well, pregnant, she should be crying if she WASN'T fat but to say it out loud and…

The Doctor stepped over to her, taking her face in his hands, "You are not old or fat," he told her, his thumb just stroking under an eye as a tear nearly fell, "You are beautiful and glowing," she really was, she was just radiating that motherly glow, "You are pregnant and a healthy size. Though," he tilted his head, "You could be a bit bigger…"

"Oi," she sniffled though it was a laughing one.

"Any size, and I will have more to love, wife," he told her, earnest in his statement.

"Thank you husband," the Professor murmured, smiling now…before looking at Clara again, something about Orson had REALLY thrown her if she'd missed two opportunities to cut in. The girl was still just staring at Orson in shock.

"Um…" Orson shifted from foot to foot, seeing the Professor looking at him now as though expecting the answer, "I don't."

"How did you find him?" Clara finally seemed to snap out of it as she looked over at them.

"Well, you left a trace in the TARDIS telepathic circuits," the Doctor defended, "I fired them up again and the TARDIS brought us straight to him. So he is something to do with your timeline."

"Ok…"

The Doctor grinned widely, "And you'll never guess where we found him."

"You really won't," the Professor agreed, "Because we shouldn't have found him. Not there. We shouldn't have even been able to go there."

"Go where?"

"Here," the Doctor reached out and pulled a lever on the console, landing them quickly, Clara in shock as she hadn't even realized they'd been in flight, before heading to the doors and opening them, stepping out into the capsule they'd spotted behind Orson when they found him.

It was like a small, self-contained living quarter and ship all in one. There was a control panel, a door before them, circular, the lights a bit dim, with a window in the door that let them look out at a rocky planet just beyond the door, the sun just starting to set and taking up almost the whole of the sky beyond.

"Where are we?" Clara frowned, following them out.

"The end of the road," the Doctor sighed, staring out the window, his grip still tight on the Professor's, "This is it, the end of everything. The last planet."

"The end of the universe," the Professor nodded, "The TARDIS isn't supposed to come this far, but someone," she shot the Doctor a look, "Turned the safeguards off to let a human have access to the telepathic circuits."

"Listen…" the Doctor whispered, holding a finger to his lips.

"To what?" Clara whispered.

"Nothing. There's  _nothing_  to hear. There's nothing anywhere. Not a breath, not a slither, not a click or a tick. All the clocks have stopped. This is the silence at the end of time."

Clara looked back over her shoulder, seeing Orson at a small locker in the back, dumping the contents of it into a rucksack, preparing to leave it seemed, "Then how did he get here? If he's from a hundred years in my future…"

"Pioneer time traveler," the Professor remarked, "Like Hila," she added for Clara, giving her an idea of what they meant by pioneer, "Dangerous work."

The Doctor moved over to the control panel, sonicing the computer monitor set into it to bring up his information, showing a film of Orson preparing to leave on his mission, "Rode the first of the great time shots. They were supposed to fire him into the middle of the next week."

"What happened?" Clara asked.

"He went a bit far."

"A bit?" she scoffed.

"A big bit," the Doctor shrugged, glancing at Orson, "Look at him now. Robinson Crusoe at the end of time itself. The last man standing in the universe. I always thought that would be me. Well," he looked at the Professor, "US."

"I always knew it would be," the Professor squeezed his hand, "And here we are. Twice," she added, thinking about how, out there right now could be them finding the Master again…or it could be just after they'd reset time and sent the Toclafane back…she was hoping it was actually the first, she'd rather not deal with those little monsters again.

"He looks like he's packing," Clara commented, watching as Orson gathered his belongings, really seeming to just be cramming as much as he could into the bags, not even caring to fold or be precise, just in a rush.

"He's been stranded for six months," the Professor informed, "Just met time travelers. Of course he's packing."

"You can do it, then?" Orson turned back to them, having heard the last part of their conversation, "You can get me home?"

"We just showed you, didn't we?" the Professor nodded at the TARDIS.

"A test flight to a restaurant," the Doctor nodded.

"Yes, but to my family, to my own time?" Orson specified.

"Easy," the Doctor nodded, "We can do that, can't we, Clara?"

"They can, yes," Clara nodded.

"Because history doesn't say that he went missing," the Professor added, thinking of Hila, "They haven't defined what happened, being among the first, it's left open-ended, makes it easier for us."

Orson nodded and looked at Clara who was…staring at him again, it was starting to worry him, "Is everything ok?"

"Yeah, fine," Clara said quickly, "I'm fine."

"Do I know you?"

"No! Nope."

"Is she doing the all-eyes thing?" the Doctor asked, not even glancing up from where he was going through the computers data, "It's because her face is so wide. She needs three mirrors."

"Doctor…" Clara huffed.

"We can't leave immediately, though," the Doctor looked up, "The TARDIS needs to recharge."

"Sorry. What?"

"Overnight," the Doctor nodded, "That should do it, shouldn't it?" he looked at the Professor.

"Doctor…" the Professor sighed, giving him a look, knowing what he was doing.

"I can prove it," he whispered to her, "I just need one night."

"Overnight?" Orson seemed tense at that thought.

"One more night," the Doctor turned back to the humans, "That's…that's not a problem, is it?"

Orson took a breath, "No, no, no problem."

They could ALL tell that it was a blatant lie.

"It's a shame, isn't it?" the Doctor sighed, glancing at the window of the planet again.

"What's a shame?"

"There's only five people left in the universe, and you're lying to the other four," he looked at Orson

"Five?" Orson frowned.

"Well…four and a half," the Professor supposed, placing a hand on her stomach, not sure if her child could be considered a person just yet, it was the size of an avocado at the moment. Or at least, it couldn't be literally considered in the context the Doctor was thinking because it wasn't there yet.

"Still, it was the first thing we noticed when we stepped in here," the Doctor looked around, "You must have seen it, too, Clara."

"She would have if she used her eyes," the Professor agreed.

"What?" Clara frowned.

"I take that as a no," the Doctor remarked, making Clara roll her eyes.

"It doesn't prove anything though," the Professor gave him a look.

"The universe is dead," the Doctor just continued to explain, "Everything that ever was, is dead and gone. There's nothing beyond this door," he gestured at the circular door ahead of them, "But nothingness forever. So…why is it locked?"

"Paranoia," the Professor gave the Doctor a look, "Being alone for six months is enough to drive anyone to the brink. And humans ARE more prone to hysteria, or have you forgotten Midnight."

"Ah yes, the knocking-shadow-monster," the Doctor recalled, smiling at the memory.

"Please," Orson winced at that, as though something the Doctor had said struck a nerve, "Don't make me spend another night here."

"Afraid of the dark?" the Doctor looked at Orson, "But the dark is empty now."

"No," Orson swallowed hard, "No, it isn't."

The Professor sighed and rubbed her head as she saw the Doctor start to grin at that affirmation, knowing he'd take it as fact instead of Orson letting his mind get the best of him. She shook her head and turned back to the TARDIS, she need to use the loo and then she'd help sort this all out.

~8~

The Professor and the Doctor looked up from where they were going through some of the controls in the capsule when Clara stepped out of the TARDIS, "What are we doing?" she asked them, leaving Orson in the box as he'd requested. He didn't want to spend a night in the capsule, and that was fine, the Professor got the feeling the Doctor didn't want him in the capsule either so it was perfectly alright if he wanted to stay in the box instead.

"Waiting," the Doctor remarked.

"For what? For who?" Clara scoffed, "If everybody in the universe is dead, then there's nobody out there."

"That's one way of looking at it."

"It's really the only way to look at it," the Professor mumbled, making Clara look over at her for it. She really hadn't ever seen them both at odds like this. Not a bad odds, but…she'd never seen the Doctor believe or think something and the Professor just completely disagree like this.

"What's the other way to look at it then?" Clara asked the Doctor.

"That's a hell of a lot of ghosts," the Doctor flashed the sonic and dimmed the lights.

"Do you have your own mood lighting now? Because, frankly, the accent is enough…"

"He did it for that," the Professor nodded over to the circular door, pointing out the words that were written on the top and bottom of it, 'Do Not Open The Door.'

"Where did that come from?"

"It's always been there. It's only visible in the night lights."

"But who wrote it?"

"Colonel Pink," the Doctor answered, "Apparently, at night, he needs a reminder. Six months stranded alone, I suppose it must be tempting."

"What is?" Clara frowned.

"Company," he looked up as the capsule began to creak.

"What's that?" Clara breathed.

"What kind of explanation would you like?"

"A reassuring one?"

"The systems are switching to low power," the Professor explained, moving to sit down on the chair of the controls, she didn't know what it was but she'd been sitting a lot more lately, "There are temperature differentials all over this ship. It's like pipes banging when the heating goes off."

"Always thought there was something in the pipes," Clara murmured.

"Oh not you too Clara," the Professor let her head fall back onto the back of the chair with a mock-groan at how Clara was getting into this now too.

"Who were you having dinner with?" the Doctor asked suddenly, seeming to want to change the subject, whether it was off of the Professor's disbelief or onto something to reassure Clara neither knew.

"Are you making conversation?" Clara gave him a look.

"I thought that I would give it a try."

"I told you. A date."

"Serious?" the Professor's head popped back up to look at Clara.

"It's a date," she shrugged.

"Yes, I got that," the Professor nodded, "A serious date?"

"Do I have to bring him to you for approval?" Clara crossed her arms.

But this time it was the Doctor that answered, "Well, I would like to know about his prospects. If you like, I can pop ahead and check them out…"

"His prospects?" Clara dropped her arms.

"He wants to make sure that your date can take care of you Clara," the Professor offered, "We really DON'T think you being our granddaughter is a mistake."

Clara blinked at that and looked over at the Doctor, who was just absently scanning the controls, not even seeming to realize what he'd said or implied in asking about the man's prospects. She felt herself smiling at that, feeling relief fill her to know that. The Doctor…he was different, SO much different than the last him. At times she was genuinely concerned that he didn't really…care about her anymore. He didn't treat her like she was his granddaughter that he had to protect like last time. She tried to see it as he just thought she was old enough to not be babied, to be able to take care of herself. But she'd be lying to say she didn't miss it, miss his concern.

Now though, to know he really was thinking about wanting to meet Danny, to 'approve' of the man, to size him up, to decide if he was 'worthy' of her. It meant a lot to her. Because it meant that, even if he didn't seem to care outwardly, he really DID care about her still.

She moved over to the Doctor and gave him a tight hug from the side, "Clara!" he huffed, his hands extended before him, not even trying to hug her back but she didn't care.

She just moved on her toes and gave him a kiss on the cheek, "I love you too Gramps," she laughed, stepping back as he rolled his eyes and comically wiped the side of his face, making her shake her head in amusement.

But the lightness of the moment was cut off by something that sounded like a scream sounding, making the Doctor and Clara jump.

"What…" she began.

"Atmospheric pressure equalizing," the Professor called, not seeming perturbed at all, as though she'd almost expected something like that. And she had, because that was what it sounded like, what it would sound like in a capsule like this.

"Or?" Clara looked at the Doctor.

"Company," he breathed.

"It's just the equalizing," the Professor tried to reassure.

But Clara was genuinely frightened now and they knew from experience that when humans got frightened there was no reasoning with them, "Why are we doing this? Why don't we just go?"

"Because I need to know," the Doctor remarked.

"Why? About what?"

"Suppose that there  _are_  creatures that live to hide,  _suppose_ ," he emphasized, pointing at the Professor, knowing that she hadn't been a believer in his theory the entire time, "That only show themselves to the very young or the very old, or the mad, or anyone who wouldn't be believed…"

"Ok…so?"

"What would those creatures do when everyone was gone? When there was only one man left standing in the universe?"

Clara gasped and spun around as three loud bangs sounded on the wall near the door, "What's that?"

"The hull cooling," the Professor called.

"Potentially," the Doctor corrected.

"Definitely," the Professor shot back even as three more sounds went off.

"Someone knocking," the Doctor shook his head, three more bangs, "Yes…" he took a step towards the door as it moved to three scraping noises, "This is JUST like Midnight."

"No, it isn't," the Professor sighed, it really was entirely different. On Midnight, there had been a shape, there had been a physical creature, it hadn't been hiding, they'd seen it, it had dented things and ripped things apart, it had moved. That noise was in the same place.

"Doctor," Clara winced as three more bangs sounded, "You don't actually believe all this, do you? Hiding creatures, things from under the bed?" she swallowed hard as more bangs and scrapes were made, "The Professor doesn't…"

"What's that in the mirror, or the corner of your eye?" the Doctor reasoned.

"The Family of Blood's daughter," the Professor reminded him, "With the red balloon," again, something physical.

"What's that footstep following, but never passing by?" he countered.

"The weight displacement of your feet on the ground," the Professor reasoned, "Even more with wood, it takes a second for the sound to catch up to you, makes it sound like someone's following you when they're not. Even more so when it echoes off buildings, but it's JUST you."

Three more bangs.

"Did we come to the end of the universe because of a nursery rhyme?" Clara tried to make light of the situation, recognizing the rhyme in the Doctor's words, but two more sets of three bangs went off. The Doctor flicked the sonic on, unlocking the door…only for the wheel on it to start to turn, "That's you turning it, right?"

"No," the Doctor stated, "Get in the TARDIS."

"Doctor…" the Professor stood up, to tell him that it was the ship's design.

A capsule like this was meant to only last literally to the middle of next week, not for six months at the end of the universe. It was literally falling apart around them, the lock was the only thing keeping the door from opening naturally because the mechanics that were supposed to keep it shut without a lock on it were deteriorating and the atmosphere outside wasn't helping, it was different than they'd expect on Earth. It was a different planet entirely, with a different gravity and pressure.

"I have to know," he turned to her, a franticness in his eyes, a need to prove himself, a look she'd seen before when he got like this, "The TARDIS, now! Both of you!"

"Ok, ok," Clara cut in, "Somebody is out there. Now we know, we can leave…"

"It's a pressure lock," the Professor explained to him matter-of-factly, "Releasing it would've triggered the opening mechanism."

The Doctor looked over at her, "Why are you two still here?!"

"Because if that opens you're going to get sucked out!" the Professor shouted, "And I am not going to let you do that just because you've gotten into one of your phases of needing to prove a ridiculous, sleep-deprived theory right! It has NEVER worked!"

"Just get in the TARDIS!" the Doctor actually yelled back at her, "If I'm wrong then I'm wrong! Clara, TARDIS, now!" he ordered the girl, "Do as you are told! Get her in there!"

Clara frowned, but reached out and took the Professor's arm as the woman glared back at the Doctor, ok…she really would rather have the old-people flirty thing now instead of this, she didn't…they were FIGHTING, the Doctor and Professor, Mr. & Mrs. Smith, were actually fighting, "Come on," she whispered to the Professor tugging her to the TARDIS.

" _You're such an idiot sometimes Theta!_ " the Professor shouted back to him as she reached the doors.

" _I know!"_

The Professor nearly slammed the TARDIS doors shut and ran to the console the moment they were inside.

"What's happening?" Orson called from where he was sitting on the armchair but leapt to his feet when he saw the Professor running past.

"He's opening the door," Clara told him.

"And there is NOTHING there," the Professor muttered, bringing up the monitor, watching as the Doctor stood before the door, waiting.

"Perhaps they're all just waiting," the man recited, watching the wheel spin, "Perhaps when we're all dead, out they'll come a-slithering from underneath the bed."

"Idiot!" the Professor snapped as the door flew open and there was NOTHING there, nothing save a vacuum that was now trying to suck the air out of the capsule, causing the image to flicker and the TARDIS to suddenly jolt.

"What's happening?" Clara gasped, grabbing the console as the klaxon went off, "What's that?"

"There was an air shell around the capsule," the Professor told Clara, "It was breached when the door opened!"

"Stay here!" Orson shouted, hurrying to the door, the women watching.

The Doctor held onto the edge of the capsule's console, fighting against the air sucking at him. The Professor looked over as the door to the TARDIS opened, the protection of the TARDIS keeping them from being sucked out but allowing Orson to reach out and grab the Doctor's wrist, pulling the Time Lord towards the box and inside. She ran over to the doors, shutting them just as Orson and the Doctor fell to the ground, Orson panting as the Doctor remained unmoving.

"Is he ok?" Clara hurried over.

"He's out cold," the Professor swallowed hard, touching his hand, scanning him, "It was a bit much for him. He's knocked out. He'll be fine."

"Something hit him," Clara gently touched a small bump on his head.

"Everything was flying out of that door," Orson reminded her.

"Could've been that…"

"It WAS that," the Professor huffed, "You humans," she mumbled under her breath, trying to stand and bring the Doctor up with her.

"Let me," Orson hefted the Doctor up, half-dragging him towards the console, to the armchair.

Clara glanced at the doors, hearing a faint three-bang resonate before she hurried towards the console, to Orson as he placed the Doctor on the chair, "What was out there? What were you so afraid of?"

Orson shrugged, "I've been here a long time. My own shadow, probably."

"Yeah," Clara swallowed hard as there was a rumbling noise that made the TARDIS doors rattle slightly.

The Professor held her hands up as she joined them, "It's just the rest of the air escaping," she reassured them.

Both humans tensed though when a creaking noise sounded, "We are safe?" Orson looked at the Professor, "Nothing can get in here, right?"

"Nothing at all," the Professor agreed, moving to lean on the arm of the chair to look the Doctor over.

"Ok," Clara jumped as a hissing noise sounded, hurrying to the console as the cloister bell began to toll, sticking her fingers into the telepathic circuits.

"Clara!" the Professor shouted, it was just a warning to let the pilots know that there was something outside that was a danger or strain to the box, the air being sucked out and trying to move the box's outer shell was something, "Don't!"

But it was too late, the rotor had already begun to move, "Come on, come on, you can do it…"

"Clara," the Professor rushed over, grabbing Clara's hands to try and pull her hands out, knowing she was trying to help, knowing she just wanted to get all of them away from that, "I can pilot the TARDIS off just…"

But whatever she was going to say was cut off when the TARDIS landed with a thump, the cloister bell falling silent, everything falling silent really.

"Is that it?" Orson whispered, as though speaking louder might make things go to chaos again.

The Professor sighed, moving to the monitor, "The scanner's glitched," she murmured, "The debris must have hit the monitors outside the TARDIS," and that was a feat in itself.

"So…where are we?"

"Somewhere else," Clara offered.

"I can't tell from inside the TARDIS," the Professor moved over to the doors, Clara hurrying after her along with Orson, "No, no, one of you stays here with the Doctor."

"You can't," Clara pointed at Orson, "Thing is, my timeline, it keeps on," she offered to the man, guessing that something out there would be related to Orson if her timeline had brought him aboard, she didn't want to risk him meeting himself and causing another catastrophe, "Orson, you don't want to meet yourself. It's really embarrassing."

"Come on," the Professor headed to the doors, pushing them open with Clara and stepping out…only to stop so short that Clara nearly ran into her as she was closing the doors.

"Professor?" Clara asked, seeing the woman just standing there, wide eyed, very pale, "What is it?"

But the Professor was just looking around, as stunned, it appeared, to be there as SHE had been to see Orson and find out he was a part of her timeline. So she looked around the room as well, it was a…barn of sorts. It was dark, fully of hay, made of wood, creaking and with hints of moonlight filtering through the cracks at night. There was a little platform a few feet away, boxes and crates scattered around, a small ladder leading up to the platform where a bed was resting…

A bed that was occupied, by a small boy curled up under the covers, his back to them, sobbing.

"What…"

But the Professor cut her off, grabbing Clara's arm and pulling her to the side, diving behind a large crate as the doors opened and the sound of two people entering reached them. The Professor swallowed hard and closed her eyes a moment, seeming to try and gather strength to do something before she slowly moved onto her knees and peeked over the edge of the box, Clara hesitating before doing the same.

There was a woman in a fitted gown on the top, with a flowing dark red skirt, a white apron over it with a white headdress covering her hair, reminding Clara slightly of an old fashioned nurse, and a man in dark black, a fitted top and black pants in boots, his hair tripped but speckled with gray as they walked across the barn and towards the boy.

"Why does he have to sleep out here?" the man was whispering.

"He doesn't want the others to hear him crying," the woman sighed.

"Why does he have to cry all the time?"

"You know why," the woman hissed at him.

"There'll be no crying in the army."

"Hush," she huffed.

The man just rolled his eyes and looked at the boy as they reached the platform, "Don't pretend you're not awake. We're not idiots."

The woman was far kinder, more soft spoken, "Come and sleep in the dorms. You don't have to be alone. If you can hear me, you're very welcome back in, with the other boys. I'll leave the door on the latch. Come in any time."

The man rolled his eyes as they turned to go, "He can't just run away crying all the time if he wants to join the army."

"He doesn't want to join the army!" the woman huffed, "I keep telling you, it's that other one that does. HE wants to be a doctor."

"Well, he's not going to stay in the Academy, is he, that boy?" the man reached out and pulled the doors open for them to leave, "He'll never make a Time Lord of himself."

Clara frowned and looked at the Professor, but her gaze was focused on the platform, on the boy who was trying harder not to cry. She looked back at the boy as well, determined, and stood…only for the Professor to yank her down, a finger on her lips as Clara looked at her, before she pointed at the bed.

"Hello?" the boy called, having heard the shuffling, "Who's there? Hello?" he rolled onto his side, looking at them, but the barn was too dark for him to see them in the shadows or even to see the TARDIS hidden in the corner. He slowly sat up, moving his feet over the side of the bed…

Only to gasp when someone under the bed grabbed him, making Clara jump but the Professor quickly put a hand over her mouth to silence her.

"It's ok!" a small voice called, a little girl.

Clara watched with furrowed brow as someone wiggled out from under the bed, a little girl with blonde hair.

"It's just me," she smiled up at the boy.

"What are you doing here?" the boy asked, quickly wiping at his face with his sleeves, till the girl grabbed his wrist and stopped him, moving more out from under the bed before she could move to sit beside him on it.

"Don't cry," she whispered, "I don't like it when you cry."

"I'm not crying," he defended.

The girl pointed at his face, "Your face is still wet," she told him, "And I heard you," she pointed down.

The girl must have gotten there and under the bed just before they'd arrived. Maybe the sound of the TARDIS had startled her to hide.

"Are you gonna make fun of me too?" he muttered, a bit of a bitter tone in his voice.

The girl frowned, "Do you make fun of me?"

"No!" he shouted, "I never make fun of you. You're my friend."

"Why would I make fun of you?" she tilted her head to the side.

The boy sighed and looked down, "The others do."

"Then they aren't real friends."

"They're my roommates," he shrugged.

"Is that why you're here?"

"How did you even know I was?" he looked at her, frowning, not answering though.

"I saw you," she whispered, "I couldn't sleep and I was looking at the stars out the window…and I saw you heading out here with the lady."

"And you snuck out?" he started to smile at that, as though the idea of the girl breaking a rule was wonderful to him.

"I didn't want you to be alone," she shrugged.

The boy sighed, "I didn't want you to know that I cry."

"Why not?"

"Cos I'm…I'm not supposed to," he offered, "I'm…I'm supposed to be your Doctor and make you feel better. This would make you feel bad."

"But YOU feel bad," she pointed out, "And you do make me feel better, just being my friend, I want to make you feel better too," she put a hand on his arm, "Why are you crying?"

"I'm just…I'm scared sometimes, of the dark," he admitted quietly.

"I'm scared of loads of things," she told him, "Not as much when you're with me. You told me that being scared can be a superpower that makes us better and…and I'm not so afraid of being afraid now."

"I'm glad," the boy smiled at her.

"Do you feel scared now?" she continued and he looked down, ashamed, and nodded, so she reached out and took his hand, "What about now?"

The boy laughed and looked at her, seeing such a determined look in her eyes, that she wasn't going to stop till she found some way to make him not scared, "No," he whispered, "I'm not quite so scared now."

The beam that the girl gave was enough to make the boy smile fully, "Good!" she took his hand in both of hers, "I'll always be here," she promised, "Whenever you get scared, I'll be right there and I'll hold your hand till you aren't anymore. And if I'm not there, you can come find me and I'll let you sneak in," she whispered that last part to him.

He chuckled, "Really? YOU would let me sneak in? That's against the rules."

The girl was silent a moment, "Sometimes helping someone is more important than the rules."

"And…I'M that important?"

"To me," she nodded, earnest.

The boys' smile softened, "I don't feel so scared anymore," he whispered, but he looked down a moment, "You…you promise you'll always be there when I'm scared?"

She nodded…

And Clara's eyes widened to the size of saucers when she saw the little girl reached out and place her right hand over the boy's right heart, the boy doing the same, before their hands met in the middle in a clasp. She knew that gesture, she knew only two people who EVER made a promise like that.

She turned to look at the Professor as she smiled sadly at the two children…neither of them knowing the horrors that would be coming in their future, but both promising to always be there through it.

The Professor waited till the two children turned to lay down on the bed, facing each other, quietly talking, before she took a breath and turned to nudge Clara back towards the TARDIS.

"Where are we?!" the Doctor demanded as they entered, having woken only moments before the doors opened, "Have we moved? Where have we landed?!"

The Professor just walked over to him, reaching out and hugging him tightly. The Doctor instantly returned the embrace, looking at Clara over her shoulder, not sure if he should be worried something had upset her or not.

"Don't look where we are," Clara told him quietly, a small smile on her face, "Just take off."

"Why?" he frowned.

"I'll tell you later," the Professor promised, pulling away, "But right now, I need my husband to promise that we'll leave right now, without looking through those doors. Because if we were not meant to reach the end of the Universe…we should NOT be here."

The Doctor looked at the Professor a long moment, before sighing, "Anything for you, wife," he murmured, giving her a quick kiss to her forehead before he moved to the console and sent them off.

~8~

Orson and Clara had been sorted out easily, but there was still one matter that still had to be seen too, which was why it wasn't a surprise to the Professor to find the Doctor sitting in the doorway of the TARDIS, looking out at the earth below when she sat beside him, handing him a cup of tea she'd made for him, grimacing as she sipped her ginger tea but smiling as she scooped out a large helping of pudding from the bowl she'd brought with her as well.

Finally, pudding. Mmm...

"Going to tell me what happened?" the Doctor asked, cutting off her thoughts.

"Are YOU?" she countered, shifting to look at him, "The nightmare Theta…the one where someone grabbed your ankle. That was where the TARDIS took us last, it showed me that again, that moment. You KNOW that was when we were children, when I did that in the barn. You told me once that you never had a nightmare like that till after you'd run off from Gallifrey, that they stopped when you found me again."

"They…happened in Christmas," he sighed, taking a sip of the tea, "You weren't there and…they started again. I suppose my mind, sometimes, thinks I'll wake up and this'll be a dream, having you back, and all I'd have left was that promise you made, that you'd be there when I was scared."

He'd told her a very very long time ago that a small part of the adventures he got into, the dangers he found himself in, a large part was that he didn't plan it, it happened, that it was good for the adrenaline, kept him sharp, but a small part but still a part of it was…he almost hoped to find himself in danger. Because he'd be scared, and if he was scared enough, if he was truly  _scared_ …then maybe she'd feel it, across time and space, and come to him. Maybe if he was just scared enough she'd be beside him again so he wouldn't be scared.

It was that promise she'd made him when they were children, to always be there when he was scared so she could hold his hand, that had driven him to get himself in places where he was genuinely scared. In the hope the promise would be fulfilled and she'd return to him. Christmas had been a terrible time, he'd been scared numerous times, for himself, for the people of the town, for the planet, even for his enemies. And he'd dream of her, he'd dream the traitorous dream and he'd find that flash of hope when he was scared that she'd show up again, out of the blue, and hold his hand even when HE had been the one to send her away.

"This is because of Christmas," she murmured.

It did make sense. He was so obsessed with that dream, because of what it meant, it meant a promise of always, it meant that she'd be there when he was scared. He'd tried to play it off, to make it less about that, to find proof that everyone dreamed it at some point, because he hadn't wanted to focus on all those times he'd been afraid and alone and she hadn't been there, because it had been HIS choice not to have her there.

The lack of sleep had made it morph into something different, had made it become an obsession. All of this, everything, had been about people being scared, of having that moment of terror…because to him, he associated it with her promise to be there. But what could have triggered it? She knew that he had dreams like that, mostly when he was genuinely terrified, it would trigger the dream and…

"You're afraid of the baby," she realized, looking at him.

"No," he shook his head, setting his cup to the side, "Not of the baby just…" he swallowed hard, "So much could go wrong," he whispered, "Not just with the pregnancy but the birth and…and what comes after."

"Theta you were a wonderful father," she reached out and took his hand, "Your son loved you, SO much...and you loved him too. You'll love this child as well, and everything will be fine."

"I just…I have a nasty habit of abandoning the people I love," he admitted, he didn't count Mayra, not really, but he could admit he hadn't been there for her through many things, even emotionally he hadn't been there, "I left you, repeatedly, I couldn't save you, and then Christmas and…what if our child needs me and I'm not there for it."

"You always will be," she shook her head, "I promised you that I'd be there to hold your hand, and I wasn't. I don't exactly have the best track record either. But I like to think we've made up for that," she squeezed his hand, "Even when we weren't there physically, we ALWAYS were for each other. When you were scared, you'd think of me, yes?" he nodded, "When I was scared, I'd think of you," she added, "We will make sure that this child is so loved that even when we're not right next to them, they KNOW we're always there."

"I just…don't want to be afraid of this," he told her, finally able to admit he'd taken this whole thing too far, he'd wanted to make it about the fear humanity and every species felt instead of something HE was dealing with.

"You were the one that told me fear was good," she nudged him, "It makes you quicker and cleverer and stronger. And…maybe we should be afraid of this," she shrugged, "Maybe we'll be better, more loving, more protective parents for being so afraid."

He let out a breath and looked at her, "When did you get optimistic again?"

She just shook her head and looked back at the stars and the earth, "When you're next to me," she told him, lacing their fingers together, "Holding my hand."

The Doctor looked down at their joined hands before starting to smile, looking out at the universe before the TARDIS as well, knowing she was right.

So long as they were together, so long as they had each other's hand to hold…they'd be just fine.

* * *

**Notes for the Chapter:**

> I was very tempted to have the Professor stay with Clara and meet Rupert or overhear Clara talking to Orson, but I really want the reveal of Clara/Danny to be a shock to BOTH the Time Lords, especially for the Professor because she likes to notice things and she's completely missed the signs of this ;)
> 
> I wasn't entirely sure how I felt about this episode, like...I enjoyed it, because it was interesting, but I feel like nothing was actually answered and that the Doctor gave up too easily to not having things answered, it reminded me too much of times where the Doctor was like 'I'll spend ALL this time focusing on this issue to work out but...actually, nah, let's go somewhere else' :/ I wanted to try and explore it from the POV of, what if the Doctor was really just looking for a coincidence where it didn't exist and seeing things he wanted to see. Even though I loved Clara's speech, I wanted to connect the barn more to a memory of the Professor as well, give them something to discuss and work through at the end, like it was his own subconscious playing out in the episode as well :) He really did just need sleep here lol :)
> 
> I know that it was sort of implied in the show that the barn might have happened before the Academy, but as this is a fanfiction, I tweaked it a little to make it that it happened while the Doctor and Professor were both already in the Academy. Hope that's ok ;)


	5. Time Heist

"Please," Clara called to the Professor from the bathroom, "Don't eat all the cheese, I just got back from the grocers yesterday and I'd like a cheese sandwich for lunch tomorrow."

The Professor laughed as she ate another slice from Clara's refrigerator, she was sitting in the kitchen while the Doctor busied himself watching the wash go round in the machine, the TARDIS parked in the sitting room for once, Clara had been adamant that they move it out of her bedroom and to the sitting room as she was getting ready for something and needed the room, "I promise I won't eat you out of house and home Clara," she called back, a hand resting on her stomach, she was…noticeably pregnant now, even with her jacket on the tip of her stomach peeked out over the edge of it unless she tugged it or held her jacket out more, which was awkward to do, "I'm trying to leave some room for an actual meal," she added, "Where are we off to next Doctor?"

"The Satanic Nebula," the Doctor called from the next room before making his way into the kitchen, leaning against the doorframe to watch her, chuckling to himself as he observed her. She wasn't just eating cheese, no, she was taking the slices of it and breaking them into squares and making what seemed to be a raisin sandwich of the pieces, pressing a raisin between two cheese slices and popping the bite-sized morsels into her mouth, "Or the Lagoon of Lost Stars," he looked at the Professor who shook her head at that, not in the mood for fish at the moment, the Lagoon had rather lovely seafood but it seemed she'd eaten so many sardines and custard that she was rather sick of them. He moved over to the table and snagged one of the little sandwiches, "Or we could go to Brighton," he shrugged, popping it in his mouth and chewing…only to spit it out a moment later into his hand, "I've…" he coughed a bit, throwing the piece out, "I've got a whole day worked out…"

The Professor laughed at that, "Not a fan of the cheesin?" she asked him.

"No," he grimaced, "No, I'll…leave it to you," he waved her on, "What do you think?" he asked her, "Where to next?"

"Hmmm…" she hummed, only for it to morph into a bit of a yawn, "Brighton could be lovely."

He smiled a little at that, seeing her smacking her lips slightly after she finished yawning, she was at that point in a pregnancy where her nights were starting to get harder. It was a bit of a catch-22 for her and her sleeping habits. Once she was asleep she was completely out, dead to the world, but if she couldn't fall asleep then she didn't sleep at all, couldn't get comfortable. It had only happened the last two times she tried to sleep, it had taken her longer to fall asleep, but he could tell that she was a bit tired.

He actually…wanted a nice and calm trip this time, just to give her relaxation and some good food. She needed more iron, he knew that much as a doctor.

"What do you say, Clara?" she called, "Brighton?"

"Sorry," Clara popped into the doorway, "But as you can see," she gestured at herself, at her bit of a casual suit she was sporting, a white button-up shirt and a loose black tie on, some heels to match, "I've got plans."

"Have you?" the Doctor frowned, not sure why she'd think they would know that based on her attire.

"Look at me," Clara gave him a look.

"Yeah…ok?"

"No, no, no. No.  _Look_  at me."

"Yep," he nodded, still seeming confused, "Looking…"

Clara blinked at that, seeing that he genuinely seemed to not notice a thing, "Seriously?"

"Why is your face all colored in? Are you taller?"

"Heels," she gestured at her feet.

"What, do you have to reach a high shelf?"

"Husband," the Professor reached out and took his hand, tugging her over to him, his attention going right to her the moment she spoke, "Imagine if I decided to actually dress smartly and do my hair all pretty…what would that mean?"

"It would mean you're sitting at a table eating Cheesins," he stated.

The Professor blinked at it that time, before smiling when she realized it was because, while she'd been trying to get him to realize that Clara was going on a date, he was taking it as her trying to look pretty for it…and telling her that she looked pretty right now, just sitting there eating raisin-cheese sandwiches, "She's going on a date," she told him.

He nodded at that, before frowning, "You don't have to get dressed up to go on a date with me," he told the Professor, moving to kneel before her, "I always think you're beautiful."

"Even when I'm fat."

"Even when you're pregnant," he corrected.

It was hard on her, he knew, for her to be like that, growing so fast, faster than normal he might have said if he'd actually known what was normal. Mayra had kicked him out so much and made herself so scarce that he was sure that every time he saw her she was just always bigger than before. He honestly had no idea if the rate the Professor was growing at was normal, but she was healthy and that was all that mattered. But he knew it was difficult for her to be big. All her lives, all of them, she'd never been even very curvy, always like a stick she was, to now have this weight on her that was starting to affect her movements and reactions was hard on her.

She was so used to being in control of herself, even more so WANTING control of herself after the war and what the High Council did to her, that as excited as he knew she was for the baby, he knew she wasn't a fan of how her body was changing without her consent. It was growing faster than she could keep up with and changing and throwing her off and she wasn't used to that. She didn't like not being the one changing her body when it was an entirely separate entity inside her causing all of it. She loved their child, he knew that, she just didn't love what it was doing to her body and its hormones and everything else. So he tried to reassure her whenever he could that, despite the changes she was STILL herself.

"Right," Clara cut in on their little moment, it was sweet, but she could do without the flirty thing before her own date, didn't need the image of her grandparents getting all sweet before she was to meet a bloke, "Got to go. Going to be late."

"Oi!" the Doctor rounded on her, "I want to meet him," he called, hurrying towards the hall after Clara…or about to when the Professor gasped and he was back at her side in an instant, Clara rushing back to the door as well to see him kneeling before her.

The Professor scrambled to grab his hand and place it on her stomach where one of her hands had been resting, "Feel that?" she whispered to the Doctor.

The Doctor's eyes widened as he felt a tiny thump against his hand, it was small, really so very small if she hadn't been pressing his hand so firmly to her stomach he would have missed it, "It kicked," he breathed, before laughing.

They'd been trying to feel for that for ages now and FINALLY they'd felt the baby move, felt it kick!

"That's wonderful!" the Doctor beamed, leaning in to kiss the Professor soundly.

Clara smiled and started to back away, pleased that it wasn't something wrong, and moved to turn down the hall when…

"Don't think you're getting away so easily Miss Oswald," the Doctor called against the Professor's lips, his left arm extended back behind him, pointing at her a moment before he turned to look at her, "We want to meet this bloke."

"It IS the same one, right?" the Professor asked, "The same as when we met Orson?"

Clara sighed, but nodded, "Yeah, same one."

"So it's serious then?"

"Getting there," Clara tried to shrug it off.

"Then I think we should meet him," the Doctor stood.

"How about when it actually GETS serious you can meet him?"

"Why can't we meet him now?" the Professor frowned.

"You're both…a bit much to handle," Clara told them, knowing they'd appreciate the honesty, "I need to make sure he can handle ME before he has to face down you two. You'd scare anyone off."

"Yes, so…why aren't we meeting him now then?" the Doctor asked.

Clara blinked and almost got offended before she laughed, "Love you too Gramps," she rolled her eyes at him.

She understood that he hadn't meant it as he legitimately wanted to scare away Danny, Danny Pink, the man she was sort of really seeing now, but that he actually did want to make sure that the man could handle all this and, to the Doctor (much like the Professor always told her), it was all about jumping in headfirst and seeing if he could sink or swim. To the Doctor, he wanted to see how Danny held out against something as imposing as he and the Professor, because if he could handle THEM then he could handle her. But, well, she wanted to get to know him better before he went running for the hills screaming.

"Bye," she gave them a little wave, turning to head down the hall towards the door of her flat, the Doctor following her out into the hall…when a phone rang, but not one from her apartment.

The Professor frowned and pulled herself up with a bit (only a bit, she refused to think of it as more than a bit) of help from the kitchen table and headed to the doorway, staring at the TARDIS as was the Doctor as the phone behind the instruction panel rang its familiar sound.

"There you go," Clara gestured at the box, "You've got a stand-in grandchild for the night."

"Hardly anyone in the universe has that number," the Doctor frowned.

"Well, I've got it," Clara remarked.

"Yes, from some woman in a shop. We still don't know who that was…"

"It could be Martha," the Professor breathed, hurrying for the phone.

"Don't!" Clara shouted.

"Why not?" the Professor looked over at her, opening the panel as the Doctor walked over beside her.

"Because, if you answer it, something will happen."

"What?"

"A thing."

"It's just a phone, Clara," the Doctor reached in and grabbed it, "Nothing happens when you answer the phone," and put the receiver to his ear…

~8~

The next thing any of them knew, they were sitting in a small, dark room, like a warehouse, with two strangers across from them, and four white worms on the table before them, the Time Lords, Clara, and a young black woman touching them with a man with small cybernetic pieces on the side of his face across from them.

The Professor gasped and snapped her hand away from the Memory Worm, the Doctor, who had had his worm right beside his ear as though holding a phone there, threw his down onto the table. Clara screamed and tossed the worm aside, all of them in shock and confused as to how they'd gotten there and why they were there.

"Doctor?" Clara looked over at them, panting from the shock, "Professor?"

"Don't touch it," the Doctor shouted.

"Where are we? How did we get here?"

"Who are you?" the young man asked, staring at them, "Sorry, what's going on? I don't understand."

"Argh!" the black woman grimaced, trying to wipe her hands off, wincing as her cheeks bulged almost similar in shape to the worm's, "What is that thing?"

"It's a Memory Worm," the Professor explained quickly, "It erases hours of your memory if you let it touch you…"

"What happened to your face?" Clara breathed, staring at the black woman, glancing at the others, "Did you see her face?"

"More important things to focus on at the moment Clara," the Professor put her hand to her stomach, trying to breathe through her scare. She knew that the worms wouldn't affect the baby, but appearing there, with no memory of how she got there, of what could have happened to her or the baby.

She let out a breath of relief when she felt a gentle kick, the baby was still there, it was still alright.

"How did I get here?" the black woman brought her out of her thoughts.

"The same way we all did," the Professor sighed, "But we've all forgotten. Irritating," she muttered, "As though I don't have enough issues at the moment."

She rubbed her head at that, the longer the pregnancy went on, the more she started to have trouble recalling things. It was small things, things she didn't really NEED to know, but it bothered her. Her mind was like an index and she'd always been able to recall things that the Doctor forgot, remember small details. The fact that things were slipping her mind, that she couldn't recall the exact detail of something, it was something she was trying not to let upset her. She was trying to think of it as she had more important things to focus on at the moment, like her child, and the Doctor, and that Gallifrey is somewhere out there, and not let it get to her, but this was an unwelcomed surprise.

"And who are you?" the black woman eyed them.

But before they could even answer, there was a crackle as a speaker turned on, "I am the Doctor," the Doctor spoke on a recording, "A Time Lord from Gallifrey. I have agreed to this memory wipe of my own free will."

"I am the Professor," the Professor frowned as her voice came out as well, "A Time Lady from Gallifrey. I've agreed to the memory wipe of my own free will."

Clara opened her mouth to ask what was going on, when even HER voice sounded, "I am Clara Oswald, human. I have agreed to this memory wipe of my own free will…do I really have to touch that worm thing?"

"Yes, you do," the Professor on the recording told her.

"And change your shoes," the Doctor's recording added, "You're next, Psi."

The man before them, Psi, shifted at that, "I am Psi, augmented human. I have agreed to this memory wipe of my own free will."

They watched as Psi pulled a chip off the various ones on his head and examined it, seeing it was marked 'Memory Compromised,' before he put it back in.

"I am Saibra, mutant human," another woman spoke, clearly the last of them, the black woman, "I have agreed to this memory wipe of my own free will."

The moment the recording stopped a small case that was sitting on the table in the center of them all clicked, the locks coming open as it popped up, a golden light shining out of it as it opened. It had two screens, allowing all of them to watch as footage began to play, another voice speaking, clearly disguised, electronically manipulated.

They watched as a golden circle with a K in the middle of it appeared on the screens for a moment before a shadowy, hooded figure faded into the frame, "This is a recorded message," it began, "I am the Architect. Your last memory is of receiving a contact from an unknown agency. Me. Everything since has been erased from your minds. Now, pay close attention to this briefing," the image shifted to a large building set in the middle of the planet, so large it almost seemed like it was the planet, "This is the Bank of Karabraxos, the most secure bank in the galaxy. A fortress for the super-rich. If you can afford your own star system, this is where you keep it. No one sets foot on the planet without protocols. All movement is monitored, all air consumption regulated. DNA is authenticated at every stage. Intruders will be incinerated," the image flickered to a woman breathing on a tube sticking out of the wall, the light in the tube turning red…and the walls around her protruding nozzles out of them that burned her alive. Clara gasped at the image, looking away as it switched to an Asian couple putting a painting in a drawer, the room very simple, about the size of a large lift, "Each vault, buried deep in the earth, is accessed by a drop-slot at the planet's surface. It's atomically sealed, an unbreakable lock. The atoms have all been scrambled. Your presence on this planet is unauthorized. A team will have been dispatched to terminate you."

Just as the last word was spoken, someone started to pound against the door behind them, "This is bank security!" a man shouted, "Open up!"

"Your survival depends on following my instructions," the video continued.

"Open up and you shall be humanely disposed of."

"There's another exit!" Saibra pointed, spotting a door in the back.

"All the information you need is in this case…"

Psi reached out and quickly grabbed the case, turning it to him as he plucked a chip from his head and stuck it in a slot on the case, "What are you doing?" the Doctor asked.

"Downloading," Psi closed his eyes, focusing on letting the process happen.

"Augmented human," the Professor reminded the Doctor.

"Nice," he nodded.

"The Bank of Karabraxos is impregnable," the footage continued as the Professor looked into the case and pulled what appeared to be a small mobile phone out of it, all of them ignoring the guards as they tried to break in the door, shouting for them to surrender, though Clara and Saibra were on their feet, ready to run, "The Bank of Karabraxos has never been breached. You will rob the Bank of Karabraxos."

The footage cut off, just as the security broke through one of the windows, causing glass to shatter. Psi grabbed the case and the five of them started to run. The Professor winced, a hand coming to her stomach to help her keep up.

Never would she every have thought she'd actually wish she could run as fast as she'd been trained to before.

But they ran on, rushing as fast and as far as they could, around various corners, not daring to stop till they were all out of breath and the sounds of the break in had faded into the distance.

The Doctor immediately turned to the Professor as she rested back against a wall, panting, her eyes closed, her hands on her stomach, "You alright?" he moved to her side, putting his own hand on her middle as well. Running like that couldn't have been very good, a nice healthy jog sure…full out run? No.

"I think so," she nodded, taking quite a few deep breaths, "But…can we keep the running to a minimum please?"

"I'll do my best," he promised, kissing her quickly, before spinning to Psi, "Augmented human. Computer augmented, yes? Mainframe in your head?"

"I'm a gamer," the man shrugged, "Sorry, who put you in charge?"

The Professor, however, scoffed before the Doctor could answer, "You're lying," she nodded at him, "There's a prison code on your neck, I can see it from here," at least her eyesight hadn't started to go on her.

Psi frowned but huffed, "I'm a hacker/bank robber."

"Good," the Doctor nodded, "This is a good day to be a bank robber. Mutant human," he rounded on Saibra, "What kind of mutant?"

"Like he says," Saibra frowned, "Why are you in charge now?"

"I'm not," the Doctor shook his head, "She's my commanding officer," he pointed at the Professor, who offered them a small smile, a tiny wave of her hand while her other remained on her pregnant belly.

"Hi," the Professor offered.

"Now, you," the Doctor pointed at Saibra, "Mutant how?"

Saibra shifted from foot to foot before looking at Clara, holding her hand out to the girl. Clara glanced at the Doctor who nodded at her to take it, so she did. And, before their eyes, Saibra transformed right into Clara, creating two identical Oswalds standing there in the hall.

"I touch living cells," Saibra sighed, letting go of Clara's hand and shifting back into herself, "I can replicate the owner."

"Your face, when we first saw you…" Clara began.

"I touched the worm."

"You can replicate their clothes too?"

"I wear a hologram shell," Saibra explained.

The Doctor held up the small mobile-like device, a bit smaller than an actual mobile, more like a flashdrive or memory stick now that he got a better look at it, "Human cells," he told her, "DNA from a customer, maybe?" he looked at the Professor.

"Could be a disguise to get us in," the Professor guessed.

"Wait," Clara shook her head, "We're actually going to do it? Rob the bank?"

"I don't think we have a choice," the Doctor sighed, not exactly pleased to do it though, "We've already agreed to."

He turned to Saibra and held out the small stick for her to touch and absorb the DNA that would get them in.

~8~

It appeared that the DNA that Saibra touched was that of an older gentleman, not too old, but old enough where his hair had grayed, the man also wearing a well made suit as well if the hologram shell that Saibra was wearing was as exact as it appeared. The small group followed Saibra through the halls of the bank, the largest building on the planet, really quite likely the only main building on the planet, heading for one of the drop slots that the video had mentioned. It was a drop off and retrieval area of the bank, once DNA was taken it would bring up the object that the person had placed inside it from the depths of the vaults and safes.

"How long can you maintain the image for?" the Professor asked Saibra quietly as they made their way past the various people, trying to find one of the drop off locations that were empty, but quite a few were in use.

"For as long as I like," Saibra replied.

"Good," the Professor nodded, rubbing her stomach as they went through the rather open space, all of them far too aware that there were probably scores of cameras focused on them even now and walking with too much purpose might make them a bit too obvious.

"Question one," the Doctor spoke, more thinking out loud than really expecting them to answer, or at least expecting the humans to answer, "Robbing banks is easy if you've got a TARDIS. So why," he looked at the Professor, "Are we not using it?"

The Professor could only shrug, "Did you SEE the TARDIS anywhere?" she countered, "Whoever had us forget what happened might have hidden the TARDIS, used it as leverage if we tried to disagree or back out. I didn't see it in that warehouse. We can't use it if we're not IN it."

"Ok," he nodded, "Where the TARDIS is probably should be question one."

They all froze as an alarm began to sound, causing everyone else to stop what they were doing and look around at what might be happening. The exits were quickly blocked, security walls and doors going down before them, blocking them, keeping every one trapped inside the bank.

"Banking floor locking down," was the message that sounded above them through the speakers, a rather cheerful and peppy voice for such an announcement.

"They know we're here," Saibra breathed.

"It could be anything," the Professor shook her head, "And talking about 'us' would likely draw attention to us."

"Banking floor locking down," the message repeated as one of the doors opened and a ginger woman stepped through, dressed in a sharp suit, her hair tied back neatly, glasses poised on her nose as she walked ahead of a security team, her heels clicking on the floor, a smirk painted on her lips.

The woman stopped in the middle of the room and turned to the door she'd just entered as something was led in. It was a large alien, two-toe footed, trapped in an orange jumpsuit, like what a prisoner would wear, its arms tied to its sides as though the jumpsuit also doubled as a straightjacket. It was gray skinned, its mouth large, with a small nose, and its eyes stuck up on two stalks, quite a bit like a snail in a way, but sticking out towards people, parallel to the floor. It walked slowly, chains tightly wound around it as more guards followed, all of them focused on the creature, their guns raised and ready, as tough expecting it to attack at any second.

"What is that?" Saibra whispered.

"Don't know," the Doctor frowned, "Hate not knowing."

"It's an Onchioida," the Professor mumbled to them, "You really paid NO attention at all in school," the Professor nudged the Doctor lightly for that, "It's a telepathic alien," she added, "Empathetic to a degree, can be used to sense certain emotions depend what they're directed to look for."

"Excuse me, sir," the ginger woman walked right over to another man, a young black man in a fine suit, "I regret to say that your guilt has been detected."

"Apparently it senses guilt," the Doctor frowned, watching the altercation.

"What?" the man blinked, shaking his head, "That…that's totally ridiculous."

"Is it, sir?" the woman hummed, "Well then, we will certainly doublecheck. The Teller will now scan your thoughts for any criminal intent. Good luck, sir," she stepped to the side and gestured the guards to lead the Teller, as she called the Onchioida, forward, the man setting his briefcase down, a sign that he had nothing to hide.

"Don't look," the Professor warned them, reaching out to grab Clara's arm and turn her around to face away.

"Why not?" Psi frowned.

"Just don't," she gave them a firm look, but they weren't her granddaughter, they weren't their companions, they didn't even know why they were all involved so, of course, they didn't listen.

Until the man started to cry out in pain as the Teller emitted a high pitched sound, causing the man to grab at his head.

"What about our guilt?" Clara whispered to them, standing very still, not daring to turn around and watch, the shouts and screams were bad enough.

"Currently being drowned out," the Doctor deadpanned.

"What's he doing?" Saibra asked, seeing the man closing his eyes and shaking his head.

"If he has a plan, he's trying not to think of it," the Professor told them, knowing that look.

"Ever tried not thinking about something?" Psi scoffed.

"No," Clara murmured.

"You may have to," Saibra whispered as the Teller began to roar, a deafening bellow of sorts.

"Ah, criminal intent detected," the ginger woman stepped back over, tsking the man as he panted, his hands still on his head as the pain hadn't faded, "How naughty. What was your plan? Counterfeit currency in your briefcase, perhaps?"

"No, not at all!" the man gasped, "For God's sake…"

"It doesn't really matter," the woman shrugged, "We'll establish the details later. The Teller is never wrong when it comes to guilt. Your account will now be deleted and, obviously, your mind. Suppertime," she smirked back at the Teller.

The guards struggled a bit as the Teller stepped forward, but moved with it. Its eyes came together in front of it, a bit above its normal level, and a pulsing energy began to form between the eyes, before it flashed out and struck the man in the head.

Psi flinched and turned away as the man began to scream in pain, feeling his cybernetics reacting to the energy waves being emitted.

"It's wiping his mind," the Professor frowned, watching it happen, reaching out to grab the Doctor's arm as she felt herself getting a bit ill, knowing what was happening, "Turning his brain into soup."

And even then, the idea of soup lost its appeal, actually made her stomach churn…

"Your next of kin will be informed," the woman tried to speak over the sounds of the agonized cries the man was giving, seemingly not at all affected by what was going on before her, "And incarcerated, as further inducement to honest financial transactions."

"We've got to help him," Clara tried to turn around, but the Professor wouldn't let her, her grip like iron and getting tighter by the second.

"He's gone already," the Doctor sighed, "It's over."

Clara managed to look over her shoulder, seeing liquid leaking from the man's eyes, "He's in agony, look at him!"

"Clara…" the Professor grew even greener, "Those aren't tears."

"That's soup," the Doctor nodded.

The Professor let go of Clara's arm to put a hand to her mouth as the Teller separated its eyes, the man's screams stopping as he slumped forward, one of the guard caught him, revealing that the front of his skull had caved into his head.

"I'm gonna be sick," the Professor turned and ran to the nearest rubbish bin as the Doctor jolted after her, grabbing her hair as she emptied her stomach into it, both of them ignoring the 'guilty' man being led off, not even hearing the ginger woman broadcasting an announcement of apology to others that had to witness that as the Doctor rubbed her back, trying to soothe her.

"You alright?" he murmured when she was able to get a few breaths in her.

"I don't know what's wrong with me?" she whispered, resting a hand to her head, "I've seen worse than that, I KNOW I have, hell I've probably DONE worse than that and I just…" she shook her head, feeling tears in her eyes yet again, she was starting to curse how weepy these hormones were making her, it was like she had no control over her emotions, "Why can't I stomach it anymore? I should be able to…"

"You're…"

"And don't say pregnant," she pointed a warning finger at him, not even looking at him, not even opening her eyes that she'd closed in an effort to keep the tears in.

"Different now," he finished, reaching out to touch her cheek and turn her head to face him, stroking her cheek with his thumb till she opened her eyes, "Every incarnation is different, we have the same memories but we react differently," he let out a breath, "My 9th self grabbed a gun on a Dalek…my 10th couldn't even let someone else lift one to them, refused to touch guns or let them near…"

"Unless it was me and my trusty blaster eh?"

He smiled as he got one out of her, "Unless it was you," he agreed, "But you see, we're always different. Same memories, different reactions. Whether this is because you're pregnant or because that's just how you are now, it's natural to feel differently after we change. If we were exactly the same with a different face, there'd be no point to regeneration."

The Professor let out a breath, "I don't like this."

"I know," he nodded, lifting her head up higher to kiss her forehead, "Maybe, once the baby is born, it will fade back and it'll be different again."

"I hope so," she mumbled reaching up to brush away a tear that fell, only for the Doctor to beat her to it, "I hated how much I'm crying over things."

He chuckled, "I'm actually rather enjoying it."

"You always get cross with my sad eyes," she pointed out.

"When you use them against me," he corrected, "When it's just you being sad…I get to make you feel better."

"My own personal doctor," she murmured.

"My own personal professor," he smiled, leaning in to bump his forehead to hers, "Feeling better now?"

"Depends…is it gone?"

The Doctor looked over to see the Teller and the 'guilty' man were both gone, as was the ginger woman, "Yeah."

"Then yes," she took a breath, taking his hand from her face to hold as she turned and walked back to where the others were waiting, "Sorry," she mumbled to them.

"You ok?" Clara reached out to rub the Professor's arm.

"Just…got a bit ill."

"It's normal," Clara reassured her, "I got a bit ill at it too."

The Professor nodded at the others, "Come on, we need to finish this, the sooner the better."

They all turned and headed over to one of the deposit rooms that another couple stepped out of. It was a large room, rather plain compared to the rest of the bank. The walls were red with marble columns in each corner and gold colored accents around it. There was a computer fixed into the wall opposite the sliding metal doors they'd stepped through.

"Deposit booth locking," the computer announced, "Please exhale. Your valuables will be transported up from the vault."

Saibra glanced at the others but stepped up to a small tube that was sticking out of the wall and breathed on it, holding her breath after till the light inside it turned green instead of red. The second it did Saibra released her form and transformed back to her normal self just as a case arrived.

The Doctor stepped forward, glancing at Clara as the woman moved to stand by the Professor who still looked a bit green, before he popped open the deposit bin just under the computer and pulled out a case that was very similar to the one that had been on the table when they'd come to themselves.

"If he can break in here and plant this thing, then why does he need our help?" Psi wondered.

"Depends what the thing is," the Doctor reasoned, popping open the case and frowning, "Ok, well, I'm no expert, but fuses, timer…I'm going to stick my neck out and say bomb," he looked at the Professor, "Expert opinion?"

"Expert?" Saibra glanced at the Professor, skeptical as she stepped up.

"You can turn into anyone you touch," the Professor reminded her, "Don't judge a book by its cover, appearances can be deceiving after all," she tugged the case a bit closer and picked up the device, eyeing it, "It's not a bomb," she shook her head.

"Then what is it?" Psi frowned.

"Can you hack into the bank schematic?" the Professor answered instead.

"Yeah…"

"Then do it."

"Why?"

"I can tell you once you've done it."

Psi rolled his eyes but moved over to one of the marble columns, spotting a smaller monitor set into it and realizing it was likely a weaker system than the main computer. He pulled out another chip from his head, attaching a wire to it and plugging it in, connecting his mind to the system and searching for the schematics.

"Here," he called.

The Professor and the Doctor walked over, looking at the images playing rapidly past the screen, "The floor below is all service corridors," the Professor noticed.

"The veins and arteries of the bank," the Doctor mused as Psi disconnected himself, the schematics disappearing.

Clara frowned, glancing from the device in the Professor's hand to the floor, "He wants us to blow through the floor?" she guessed.

"Well, we'll die if we do that!" Saibra cried.

"No, we won't," the Professor shook her head, "Because this thing," she held up the wired and timed device, "It's not a bomb. Well, it IS, but not the sort of bomb your thinking…"

"Yeah, and why should we trust you?" Psi frowned, shaking his head, "No, you know what, I'll take my chances out there."

"What do you want, Psi," the Doctor called as the man started to head for the doors, "More than anything else? Whatever it is, it's in this bank."

"You agreed to rob the most impregnable bank in history," the Professor agreed, "You must have had a very good reason. We all must have," she looked around at them.

"Picture the thing you want most in the universe, and decide how badly you want it," the Doctor looked at Saibra and Psi more so than Clara, knowing she'd stick with them, "Well?"

"Still don't understand why you're in charge," Saibra muttered, crossing her arms.

"I told you, it's not ME," the Doctor rolled his eyes, "Don't you pudding-brains listen?"

"Can you stop calling them pudding-brains?" the Professor looked at him.

"Thanks," Psi muttered.

"It's making me want pudding again," she continued, making the Doctor chuckle.

"For now," the Time Lord crossed his hearts.

The Professor nodded and turned back to the others, "This is a Dimensional Shift Bomb," she explained moving to place it on the ground, her free hand moving to her stomach to help her bend over enough to set it down and stand back up, "All it will do is send the particles of the floor to a different plane for a short time," she reached over and nicked the Doctor's sonic out of his pocket, flicking it on the bomb and activating it, handing the sonic back, "Just back up a bit to give it space," she took a few steps back as the machine began to whir, power building…until there was a small flash of light and a hole appeared in the floor, just big enough for them to climb though, able to see a ladder running straight down.

"Come on then," the Doctor moved over, allowing the Professor to go down first just as there was a sound of battering against the metal doors that had locked behind them, the guards had tracked them down again, "Clara you next," he helped her down as well, making sure the two women were down first before ushering Psi and Saibra after them, him going down last.

The Doctor looked up and flicked the sonic once more, reversing the bomb and replacing the displaced particles back into place, making it so the hole never existed only moments before the guards ran in to see they'd 'vanished.'

~8~

The Doctor stepped over to the Professor's side the moment he was at the bottom of the ladder, in the lower levels of the bank, making sure she was ok. Climbing down that ladder with her stomach couldn't have been comfortable or easy and he was starting to think he should have let Clara go first incase the Professor needed any help, but she'd proven just as strong as ever and had made it down as easily as she could. She smiled at him for his concern and took his hand, the small group walking off, following Psi who had the schematics memorized in his cybernetic components.

"So what are we supposed to do now?" Saibra looked at the Time Lords, "What's the plan?"

"I don't know," the Doctor replied.

"It'll come in time," the Professor assured her, "The Architect set all this up. It should make sense eventually."

"My personal plan is that a thing will probably happen quite soon."

"Ah, so that's it?" Saibra scoffed at him, "That's your plan?"

"Yep."

"A thing will happen?"

"A thing. Probably," he nodded, "And besides that's only MY plan."

"There's another plan?"

"Have you met my wife?" the Doctor squeezed the Professor's hand before lifting it to Saibra, "The Plan-Maker?"

"Plan-Maker?" the Professor gave him a look for that.

"Not good?" he turned to her, though there was a small smile on his face regardless.

She rolled her eyes, "Rubbish," she agreed.

"Hmm…what would you prefer then?"

"I dunno," she shrugged, "The…Strategist?"

He laughed at that, "Isn't that a fancier word for Plan-Maker?"

"Yes," she agreed, smiling, "But it sounds smarter."

"Plan-Make would be better then."

"Why?" she gave him a look for that, not quite sure what he was trying to say.

"You're already smarter than all of the pudd…monkeys," he supplied, holding off on calling the humans pudding-brains again, "Smarter than me," he added, "Might be best to make them feel less inadequate with a simpler name."

"Do YOU feel inadequate?" she frowned at that, all through their lives he had always been the one to find her intelligence refreshing and wonderful, even her being smarter than him in school and making better grades, he always was the one to point it out to her as an encouragement when she was down, that she was wonderfully intelligent. She never got the sense off him that he was upset or jealous that she was a little more intelligent than her, she'd assumed it was because there were people smarter than her so he'd have to feel that way about everyone and, while he did have a rather large ego, he wasn't THAT bad.

"No, no, no," he said quickly, "No, I love it," he smiled, "Between the two of us," he shifted his hand that was holding hers slightly so the back of his hand rested against her stomach, "This one will be the most clever thing in the universe," he winked at her for that, making her smile.

"Oi!" Clara's voice called to them, "Over here!"

The Time Lords looked over and saw Clara standing near a small crate, one of the cases sitting on top of it, Psi beside her.

They headed over, gathering around the case and looking at it, the Doctor looking it over as Clara wondered, "How does he get the cases here?"

"By breaking into the bank in advance of breaking into the bank," the Professor shrugged.

"Well, how did he do that? And if he can do that, why does he need us?"

"Not our problem," the Doctor shook his head before the Professor could answer that she didn't know, none of them knew, they could guess but they didn't KNOW.

"Well, what is our prob…prob…prob…prob…" Psi flinched as he started to sound like a broken record, repeating himself, shaking his head to cut himself off.

"You ok?" Clara frowned at him.

"Drive glitch," Psi waved her off, "It's fine."

"Guilt is our problem," the Professor explained.

The Doctor snapped his finger and pointed at the Professor for that, "Guilt, in this bank, is fatal."

"The Teller can hear it."

"And ever since that first case was opened, we've been targets."

"The more we know about why we're here, the louder our guilt screams."

"That's why we wiped our memories."

"For our own safety."

"Now, once we open this," the Doctor gestured at the case, "We can't close it again…and why are you looking at us like that?" he frowned, seeing Psi and Saibra staring at them with curious looks.

"Do you two do that a lot?" Saibra had to ask.

"Do what?" the Professor started to smile, seeing Clara shaking her head at them fondly, knowing that whenever they 'did that' it was a reminder to her that they were still in there, the Doctor and Professor she knew before.

"Talk like that," Psi clarified.

"Sorry," the Doctor shrugged.

Psi shook his head, trying to focus back on the box instead of the really weird aliens before him, "Would it be safer if only  _one_  of us learned what was in the case?"

"I'm waiting for you to volunteer," the Doctor informed the man.

"Er, why me?"

"Because there were four worms and five of us," the Professor pointed out, "YOU didn't need that memory worm, you're half-computer. You could perform a manual delete. You  _can_  clear your thoughts."

Psi sighed, but nodded, "Ok," he stepped around the crate to the other side, turning the case to face him before he slowly opened it, only to frown moments later, "I don't know what it is. You may as well have a look," he spun the case around and opened it fully so they could see that there were seven small tubes in the case, set into foam inserts, small, about the size of their palm, with metal pins on the end, almost like a grenade but in cylinder form, "Well, what are they?"

"Not a clue," the Doctor frowned.

"Hmm, interesting," Saibra eyed him as the Professor looked at the devices.

"What is?"

"You're lying."

"They're Shredders," the Professor murmured, pointing at the pins on the end.

"What, like a…grenade?" Clara guessed.

"Something like that," the Professor nodded, picking them up and slipping them into her pockets, "It's an exit strategy..."

"Why'd you li…li…li…lie?" Psi glitched again, shaking his head firmly to stop it, "Ugh. Sorry. Stress. Drains the batteries."

"Interface with that," the Professor pointed at a console on the wall, "Recharge."

"Do we have time for this?" Saibra asked.

"Well, why not?" the Doctor shrugged, "There's no immediate threat."

The Professor closed her eyes as an alarm began to blare above them, "Warning. Intruders detected!"

"I should stop saying things like that," the Doctor sighed.

"You really, REALLY should," the Professor agreed.

"Clara, you stay with Psi," the Doctor pointed at Clara, taking the Professor's hand, not about to let her out of his sight in the middle of all this, not even to stay with Clara and…it seemed like she deemed the situation safe enough not to protest as he tugged her off, Clara and Psi were just going to recharge quickly, and the bank didn't know WHERE they were just yet, Psi could hack in and cut the alarms to help give them more time anyway, "Saibra, with us, let's go and investigate."

~8~

The Doctor kicked out a grill under a sign of 'No Entry' and into a small corridor. It was a vent system, a very large one and, while he hadn't wanted the Professor to have to crawl through it, she'd insisted that she was fine and that she could do it just fine. The vent was big enough that it wasn't a cramped space, it wasn't like the memory banks of the Dalek so she would be just fine. Still, it hadn't stopped him from going first and turning to help her up and out of it the moment he was on his feet, a hand resting on her stomach to make sure she was ok. They looked around, up and down the hall, before starting to head in one direction, recalling a general idea of where they were from the schematics that Psi had shown them in the deposit room.

"Aren't you going to ask me?" the Doctor wondered out loud as they walked.

"Why did you lie?" Saibra guessed.

"Yes," he nodded, "How did you know I was lying? Only one who's ever been able to tell when I lie is the Professor."

"And it's only because I've been around him for centuries, I know all his expressions," the Professor agreed, "Even when he has a new face, his expressions are the same."

"Cause of that," Saibra nodded, "The faces. I've had a lot of 'em, I find them easy to read."

"Quite a gift," the Doctor remarked.

"Gift?" Saibra scoffed at the word.

"Strategic advantage then," the Professor offered, "It got us in here."

"Mutant gene," Saibra corrected, unable to think of her condition as a gift or an advantage, "No one can touch me. If they do, I transform. Touch me and you'll be looking at yourselves. I am alone."

"Why?" the Doctor frowned at her.

"Could you trust someone who looked back at you out of your own eyes?"

The Doctor opened his mouth to answer, when his words were caught in his throat at the sound of a low moan drifting over to them. They glanced at each other before starting to head in that direction, the Professor frowning and gripping the Doctor's hand tighter the nearer they got to a row of cells. They'd stopped before one in particular, just at the end, when Clara and Psi caught up to them, only to see that it was the 'guilty' man from earlier, sitting in a cell, his hands chained, his head caved in.

"Oh, my God," Clara gasped at the sight, moving to the Professor's side and putting a hand on her back, knowing the reaction she'd had to what happened before, "Why is he even still alive?"

"An example," the Professor murmured, "They ALL are."

It was then that the others noticed that the man was not the only one occupying a cell in that hall, there were others, all in a similar state.

"Because someone is watching," the Doctor agreed, looking up at a red light that was blinking nearby, likely a security feed.

"However this goes," Psi murmured, staring at the man with a deep frown, "Whatever happens, don't let me end up like that."

They looked up as another alarm sounded, the same message as before, but this time their location had been compromised, "Intruders on the service level. Intruders on the service level."

"And again," the Doctor took the Professor's hand, turning them to not quite run, but briskly walk down the halls, trying to find away to at least another level. They found another 'No Entry' sign above another vent grill and the Doctor quickly soniced it, pulling the panel aside to let them in, "Now this says place to hide…" he mumbled tapping the 'No Entry' sign and gesturing them to crawl in.

It wasn't like the other vent. That one had been a bit longer, more like an actual vent. This one seemed more like just a hole in the wall with a grate that had been placed over it to block it, like a secret entrance of sorts. However the room they ended up in was not one that they should have been in, not at all…it was, quite possibly, even more dangerous than being in the hall with the guards after them.

They'd found themselves in the Teller's holding cell it appeared.

"Where are we?" Saibra breathed, not daring to speak louder than that when she caught sight of the Teller.

The alien was sitting in a large glass box, hunched over in the corner of it. The glass itself was slightly fogged, with water droplets collecting on the inside, giving it a rather humid look. The Teller was breathing slowly, but twitching slightly, still alive, still aware.

"Nobody move," the Professor whispered to them, putting a finger on her lips, "Nobody say a word."

"It's cocooned," the Doctor agreed.

"Forced hibernation."

"Its power is probably dormant…"

But, of course, because it had been the Doctor to speak the last words, the Teller jerked into consciousness, the sound of boots stomping outside the room and voices shouting helping to spur it to stir.

"Clara," the Professor reached out for her, slowly making her way over to her.

"What?" Clara took her hand.

"It's locked on to you," the Doctor told her, "It may still be asleep. Don't wake it…"

"Ok," she swallowed, "How do I not do that?"

"You get behind me," the Professor managed to make it over to her, tugging Clara behind her as the Teller jerked again, the Professor flinching as it locked on her instead no.

"Professor!" the Doctor nearly shouted, his eyes wide, only the fact that the Teller seemed to still be asleep keeping him from actually yelling that, "What are you doing?!"

"Keeping my mind blank," she replied, closing her eyes and taking a deep breath, focusing, "Blocking…compartmentalizing…"

The group was silent, watching, waiting, holding their breath as they watched her relax her face and body, watched as the Teller took a few deep breaths and settled back to slumber.

The Professor opened her eyes and gave the Doctor a weak smile. It was…harder to do, with how jumbled her thoughts seemed to have become as of late, but at least she could still do that, at least she could still force things to the back if she really had to focus. It took effort, more effort than she knew a human would be able to manage, more effort than she was sure even the Doctor could manage. But she'd been trained to do that, to distance herself, to not be affected, to not give a thought to something she had to do. She could use it now, when it counted, to keep her mind blank, to keep it quiet, so that the Teller would think it was alone and go back to sleep.

"Don't you ever do that to me again," the Doctor grabbed the Professor's hand and pulled her to him, hugging her tightly, pressing a kiss to her hair.

"I had to," she mumbled into his chest as he held her tighter.

"Come on," Psi whispered to them, nodding to the side, to another vent across the room, "This way."

The small group hurried over to the vent, Saibra keeping look out by the vent they'd closed before as the Doctor got the new one open, pushing the Professor through it with Clara, "Saibra!" he hissed to her to come as Psi dove into it. He had just ducked down to follow Psi when there was a crash from the hall, as though the guards had tried to break into another room and search…

Which only served to cause the Teller to jolt awake with a roar, turning to them.

Saibra screamed as she fell to the ground, caught in the mental hold of the Teller.

"Saibra!" Psi shouted as he turned around, but the Doctor was in the way, closer to the room than all of them.

"She's still in there," Clara gasped, "How do we get her out?"

"Doctor…" the Professor looked at him, unable to see into the room, being the farthest back, "What's happening."

"It's scanning her brain," the Doctor told them, "And then…"

"Then what?" Psi called.

"Soup."

"Then  _help_  her!" Clara shoved him, hearing Saibra screaming louder in pain.

"Doctor," the Professor managed to grab his arm, reaching out to hand him one of the Shredder's she'd taken and put in her pockets.

He frowned at that but she nodded, ' _It's the only way to stop it,_ ' she told him, ' _It's as humane as we can manage…_ '

She doubted the Doctor would let her in there to try and stop the Teller now that it was actively attacking now, fully awake, and she'd have to fight past Clara and Psi to do it and the vent wasn't THAT big, and the Doctor would restrain her as much as he could and she knew he wouldn't be able to manage it long but the time it would take would have Saibra dead before she could step into the room or get near enough the end of the vent to blast the Teller.

The Doctor nodded and half leaned out of the vent, "Saibra!"

"What should I do?" the woman cried, "How can I get away?"

"It's rooting through your brain. It's tasting all the secrets stashed inside. Any moment now, it will finish its sweep and start feasting on what's left."

"And then I become one of those things we saw sitting in a cage?"

"Yes."

"Can you not get me out?" she winced and grabbed her head, feeling the pain get stronger.

The Doctor could only shake his head, "I'm sorry. We don't know how, once it's locked onto your thoughts…"

"Exit strategy. That means what I think it means, right?" she looked at the Doctor who tossed her the shredder, "Painless?"

"And instant," he nodded.

Saibra took a deep breath, grasping the small device in her hands, "When you meet the Architect, promise me something. Kill him."

"I hate him, but I can't make that promise," he told her.

"A good man."

"No," he shook his head, "I'm sure the boss," he nodded towards the vent, "Wants to kill him first and well, pregnant."

He would NOT be getting in the way of that.

Saibra chuckled at that before closing her eyes and pulling the pin out of the shredder, vanishing in a flash of blue light, making the Teller roar in frustration.

The Doctor turned and ushered them back through the vent, bringing up the grill to hide where they'd gone from the guards if they got into the room, before following the others out the other side of the vent, into a large, grey corridor. They hurried down it, coming to a very large vault door at the end, looking quite like an ordinary vault door, big, round, wheeled mechanisms on the front to lock it.

"Right, vault," the Doctor nodded as they looked at it, "That's clear."

"What's not clear is what we do now," the Professor grumbled, rubbing her stomach.

Clara looked over at the two Time Lords, seeing them frowning at the door, standing very close, as close as she usually saw them when something either very sweet or very sad happened, "You ok?" she asked them cautiously.

"No, we're amnesiacs robbing a bank," the Doctor huffed, "Why would we be ok? Why would I be ok with someone putting my wife in this position?"

"I was talking about Saibra."

"Saibra's dead, Clara," the Professor sighed, pulling one of the Shredders out of her pocket, "Atomic Shredder."

"She's dead, we're alive," the Doctor nodded, a bit coldly, "Prioritize if you want to stay that way."

"Oh, is  _that_  why you call yourself the Doctor?" Psi glared at him, "The professional detachment."

"Listen," the Doctor rolled his eyes, in no mood to deal with this, "When we're done here, by all means, you go and find yourself a shoulder to cry on. You'll probably need that. Till then, what you need is me and my wife."

The Professor reached out and touched the Doctor's arm, "Calm down," she told him, "And come help me examine the door," she led him over to the vault, reaching out to touch it while he scanned it with the sonic.

"Underneath it all, he isn't really like that," Clara whispered to Psi, but they could still hear her.

"It's very obvious that you've been with them for a while," Psi remarked.

"Why?"

"Because you are really good at the excuses."

"Oi," Clara poked him, "Those are my grandparents you're talking about. And you don't know them, you don't know what they've been through. So you shut it."

Psi just held his hands up in mock-surrender though they could tell he was still very irritated.

Clara shook her head at him and turned to look at the Time Lords, when something in an alcove just by the vault door caught her eye, a set of controls…with another case sitting there.

"Doctor?" she called, walking over to it, "Professor, look at this."

The Time Lords walked over, the Doctor picking up the case and examining it, "Another gift from the Architect. Shall we unwrap it?" he opened it, revealing a card and a small handheld device.

Psi reached out to take the device, seeing a small port on the side of it. He connected a wire to one of his chips and plugged it in, wincing as a download happened, before shaking his head and sliding further into the alcove, pointing at the computers, the Professor pulling out the card, 'TECH 251,' 'ORG 339,' and 'PV' written on it.

"Right," Psi called, "The system looks like it's time-delayed. There are twenty four lock codes I need to break…"

Clara looked down the hall as she heard a growling and shuffling that sounded very much like the Teller, "It's coming," she breathed, looking at the three of them, her eyes wide, "We're trapped."

"Psi, how long?" the Doctor turned to the man.

"As long as it takes…"

"I can cut it down in half if I help," the Professor offered, sliding into the alcove, but having to turn to her side to do it, her stomach making it a bit difficult.

"Professor…" the Doctor shook his head, "It's locked on to one of our thought trails. We have to split up…minimize the brain signals."

"And I proved I can blank my thoughts enough," the Professor reminded him, "Psi can erase his guilt. You and Clara are the only ones it would target."

The Doctor sighed, realizing that was true, "Right, Clara, with me," he took her hand, "We're going to distract it, lead it away…"

"Buy them some time?" Clara finished, not quite comfortable about it but knowing it was necessary to get them out of there.

"Time to run," Psi muttered to them, hearing the roar of the Teller getting closer.

The Doctor and Clara nodded, the Doctor leaning in, half shoving Psi down to move over him and kiss the Professor quickly before they ran off, leaving the two to get to work.

Psi scoffed a moment, just after the Professor broke through the first two locks.

"What?" she asked, not even looking at him as she worked on the rest, he was taking the evens, her the odds.

"Nothing just…you and him?" Psi nodded towards the hall, "How do you deal with the 'personal detachment?'"

The Professor scoffed this time, "You've yet to understand just how detached I can get," she murmured, breaking through two more locks, "You're slacking," she nudged him, making him focus on the locks again.

Psi shook his head but got back to work, the two of them working quickly, half-listening for the Teller or any signs of trouble…

When Clara screamed.

Psi looked at the Professor, halfway through the last lock, having picked up a few of his when she'd finished hers, and held out his hand, silently, a determined look on his face. She shook her head but he held his hand up more, "It's MY choice."

The Professor swallowed but pulled a Shredder out of her pocket and handed it to him, giving him a small salute as he nodded and ran off to help Clara, letting her finish.

"Vault locks opening," she heard a moment later, "Vault locks opening. 24, 23, 22, 21, 20, 19, 18, 17…"

"Come on!" she looked up, Psi's voice sounding louder than the countdown, "Come and find me! Every thief and villain in one big cocktail. I am so guilty! Every famous burglar in history is hiding in this bank right now in one body. Come and feast! Clara? For what it's worth, and it might not be worth much, when your whole life flashes in front of you, you see people you love and people missing you. Well, I see no one."

The Professor wiggled her way out of the alcove just as Psi screamed and the Teller roared, the Doctor and Clara dashing around the corner and heading for her and the vault just as it finished its countdown.

"3, 2, 1…failed," it announced.

"What?!" the Professor looked over at the door, "You've got to be kidding me," she huffed.

"Vault unlocking failed."

"No," Clara hurried to the door and tried to turn the wheel on the front of it, but it wouldn't budge, "It's not opening. Psi. He died for nothing."

The Doctor frowned and soniced the alcove, looking at the readings, "There's another seal still in place," he sighed.

The Professor shook her head, "No, I broke through all the locks with Psi."

"An atomic seal," he informed, "Didn't register on his download. And unbreakable, even for you."

"But the Architect would know that," the Professor frowned, "He wouldn't bring us all this way for it to not work!"

"And get two people killed," Clara added.

"Exactly," the Doctor agreed, "There must be some logic…"

"Some logic?"

"Come on, Architect," the Doctor looked around, "What else have you got?"

The Professor looked up as the sound of thunder rolling above them sounded, "A solar storm…" she murmured, recognizing the sound of it, "Oh of course! The storm's tripping the system. That's what he's got, a storm!"

"How would he know when a storm would hit?" Clara shook her head.

"Of course!" the Doctor laughed, catching on as the Professor pointed at him, "Stupid, stupid Doctor. Of course, of course!"

"Of course, what?!" Clara huffed.

"Whoever planned all this, Clara," the Professor turned to her, "They're in the future."

"This isn't just a bank heist, it's a  _time_   _travel_  heist," the Doctor agreed.

"We've been sent back in time to the exact moment of the storm, to be in exactly the right place when it hits."

"Because that's the  _only_  time the bank is vulnerable."

Another sound of thunder struck, the lights flickering, as the computer called out once more, "Vault unlocked," and the door swung open.

The Doctor grinned at that, "The bank is now open," he took the Professor's hand, the two of them walking in with Clara, "Come on."

The room was enormous, golden in color, lined with row after row after row of safety deposit boxes that went up quite a few feet as well.

"It also explains why we're not here in the TARDIS," the Professor remarked.

"Sorry, what?" Clara shook her head, coming out of her shock from the sheer size of the room.

"The solar disruption would have made navigation impossible."

"The one time the bank is vulnerable is the one time we can't just land," the Doctor mused at the poetry of that.

"Right," the Professor nodded, "Time to find these then," she held up the card she'd taken, "Tech 251."

"Right, find it," the Doctor called to Clara as they split up, each taking a row and walking along them, searching the different labels and sections, till they finally came to the right category.

"Tech!" Clara called, the Time Lord gathering around her as they searched for 251, finding it, thankfully, within arm's reach of the Doctor who opened it without needing a key, pulling out a small case and popping it open to see a small syringe inside, but rather fat for a hypodermic, with a glowing blue substance in it.

"What do you make of this?" the Doctor handed it to the Professor.

"Neophyte circuit," she nodded, twisting it, making the blue glow brighter before dimming it.

The Doctor nodded, he'd only ever seen something like that once before, "It can reboot any system, replace any lost data."

"Psi," Clara realized, "That's what he came for, his reward."

"So what did Saibra come for?"

"ORG 339," the Professor read off the card next, and they were off trying to find that row as well.

This time it was on Clara's level, the woman pulling out another small case and cracking it open, a bottle of some sort stashed away inside it.

"Gene suppressant," the Professor nodded.

"She wanted to be normal," Clara remarked.

"Everyone has a weakness," the Doctor shrugged, "So the big question is this. What did  _we_  come for?" the Doctor looked at the Professor.

"I dunno," she could only shake her head, "My weakness has been right beside me the whole time."

"Mine too," the Doctor smiled at her for that.

"Thanks, I feel so loved," Clara deadpanned, before laughing, "Joking," she reassured them when they looked at her, the Professor opening her mouth to apologize though the Doctor seemed largely unapologetic. So Clara just reached out and tapped the paper in the Professor's hand, "PV."

"Private vault," the Professor stated.

"Karabraxos's own fortune?" the Doctor guessed, though even as he said it it didn't seem quite right, what would THEY need with fortune? He shook his head, "Right then, come on…"

He turned and moved to walk around the corner.

"No, Doctor, wait!" the Professor shouted, hearing a shuffling on the other side of it.

But it was too late, the Doctor had walked right into the Teller.

~8~

The trio was led into a very pristine office on the top floor of the bank, two heavily armored guards behind them, one with their helmet on, the other just staring blankly ahead as they brought the Time Lords and Clara to their superior, trying to ignore the Teller standing off to the side.

"Intruders are most welcome," the ginger woman smiled at them, "They remind us that the bank is impregnable. It's good for morale to have a few of you scattered about the place, preferably on view," she gestured at a monitor in the wall, the screen broken up to show them quite a few of the skull-caved victims of the Teller sitting in their cells, manacled, "Are you ready for  _your_  close-up?" she smirked, seeing how the Doctor's expression hardened and how he stepped closer to the pregnant woman beside him, "If you're thinking of ways to escape," she added, her gaze flickering to the Professor as she glanced around the room, "The Teller will know before you've even made a move. You'll never be bothered by all that thinking again."

"I'm finding myself less and less bothered by that at the moment thanks," the Professor grumbled, absently putting a hand on her stomach.

"Your…Teller," the Doctor eyed it, "Useful species."

"Last of its kind, and we've signed an exclusive deal," the woman informed them.

"Must be noisy inside its head," the Doctor remarked.

"Painful to listen to so much chatter," the Professor agreed, still not looking at the Teller but the room, "So many secrets."

"Must drive it wild."

She did look at the woman when she spoke next though, "How do you force it to obey?"

There were…an infinite number of methods. Torture, bribery, mind control/altering, conditioning, on top of quite a few others. The more they knew about it, the more they could work out a way to get the Teller on their side.

"Oh, everything has a price tag," the woman sighed, "I think you'll find," she looked up as a sound of thunder sounded above them, "The storm's getting worse. The customers are leaving. Director Karabraxos will be concerned. Our jobs will be on the line."

"You're scared," the Professor noted, recognizing the expression on the woman's face.

"Oh, I'm terrified," the woman didn't even try to hide that fact, "I have the disadvantage of knowing Karabraxos personally."

"If you don't like your boss, why stay?" the Doctor shook his head.

"My face fits," the woman shrugged, standing up from her desk, "Now if you'll excuse me, I must take the Teller to its hibernation. You two," she looked at the guards, "Dispose of our guests," she waved at the trio before she turned through a set of doors, the Teller following obediently behind her, its head bowed.

The guards waited till the doors had shut behind the woman before turning to the trio.

The Doctor immediately pulled the Professor back, managing to grab Clara as well and back them up, "Doctor…" the Professor began.

But the Doctor was holding up his hands to the soldiers, "Don't do this," he pleaded with them, "I'm having a very bad day, and I do not want to be executed. I'd rather not miss my child being born so if you could not execute the father or mother…"

"You're wrong," the un-helmeted guard spoke.

"Wrong?" the Doctor frowned.

"It's not that bad a day. And you're being very slow."

The Doctor shook his head, not catching on, not even when the two men stepped up and began to undo their restraints, "Why are you undoing our handcuffs?"

"Because they're not actual guards," the Professor sighed, "It's Saibra and Psi."

The guard grinned and morphed into Saibra as the second guard pulled off his helmet to reveal Psi.

"What?" the Doctor gaped at them.

"How'd you now?" Psi looked at the Professor.

"She uses her eyes," Clara answered for her, "Notices everything. Even when you don't want her to notice," Clara moved forward and hugged Psi, knowing Saibra was probably not very fond of hugging given her circumstances.

"He had the same posture and build as Psi," the Professor explained, "And Saibra was very careful NOT to be the one cuffing us but holding the gun at us."

"It looked like death," Psi held up the small shredder to the Doctor, "It was actually a teleporter. Good, eh?" he laughed, "You think we're dead, so the Teller thinks we're dead, and we play the creature at his own mind games."

"That is…clever," the Professor nodded.

"Too clever," the Doctor agreed, shaking his head at the two before him.

"There's an escape ship in orbit," Psi added, "Takes you right there. Oh, and there's this big blue box. Is that yours?"

"Really VERY clever," the Doctor repeated, and there was only one person he knew that was that clever, besides himself…

"Good to have you back," the Professor looked at the two of them, "You ready to resume the mission?" she reached over and pulled the items they'd gotten from the bank out of the Doctor's pocket, "Gene suppressant," she handed the small bottle to Saibra, "Antidote for your condition. And the memory giver," she held up the injector to Psi, "All your yesterdays."

"Job done," the Doctor murmured, "Paid in full. Clever old Architect. Clever, clever Architect…" he eyed the Professor closely.

"Very clever," Saibra agreed.

The Doctor eyed the Professor a moment longer before shaking his head, as though he were being ridiculous, "I still hate him."

And that was why. No matter what, he'd never be able to hate the Professor. She couldn't be the architect, it just wasn't possible.

"Me too," Saibra nodded.

Psi stuck the injector into his pocket and looked at the trio, "How were you paid?"

"We don't know," the Professor admitted.

"There's something in the private vault," the Doctor agreed, all of them starting to grin as they realized they could get there now, invisible to the system now that the two were 'dead' and the three of them were being 'dealt with' by the guards.

~8~

The small group quickly made their way back down to the lowest levels of the bank, Psi leading the way as he'd gotten more time to sort through the schematics and knew where the private vault was located.

"What's that?" the Doctor frowned as they approached the Private Vault, spotting a sort of odd pipe heading into it.

"Supply line," Psi explained, "It's the only oxygen down to the private vault. There's another one for water, for basic life support."

"What, for a private vault?" Clara frowned at that, not sure why anyone would need that in a private vault.

"Seems like someone likes to hang out with their wealth," the Professor remarked as they approached a grate on the side of it.

They all looked at each other before the Doctor reached out and soniced the grate off, allowing them in. It was…not what they were expecting it to be. It wasn't designed like a vault at all but more a rather ornate room. There was carpeting and high ceilings, carved wood beams, designer curtains on the wall, the lights dimmed to a cozy setting, even a speaker system that was playing 'Overture To The Abduction From The Seraglio' by Mozart. The room was filled, literally filled with different statuary on podiums, vases and other artifacts, King Tut's coffin off to the side and just so many other treasures from all over Earth.

"Director Karabraxos?" the Doctor slowly approached a wooden desk with a very high-backed chair behind it, its back to them, "Excuse us, but we've come to rob you. So if you want to put your hands above your head, or…"

The chair spun around, cutting him off, revealing it to be the ginger woman from the bank, the same one that they'd met in the top office, sitting there in it. Her hands were raised in a mocking gesture as the music cut off.

"Or?" she smirked, "You didn't bring any weapons. That's a bit of an oversight…"

The Professor just pulled out her blaster and held it up, "Don't assume anything."

The woman's eyes narrowed before she grinned, "But now it seems I have a reason to do this," she leaned over and pushed a button on her desk, "Security, Karabraxos here."

"You're Karabraxos?" the Doctor stared at her.

"One moment," the woman held up a finger at him, a monitor flickering to life to reveal…herself, but dressed differently, sitting in the top office, another woman with her face.

"Director Karabraxos, is there a problem?" the other woman inquired.

"Intruders in the private vault. Send me the Teller. I want to find out how they got in, and then I want to wipe their memories."

"She's a clone," the Professor nodded, realizing that now, realizing why that woman was in charge of the bank while Karabraxos sat there, if you want something done right you have to do it yourself.

It seemed Karabraxos had taken that a bit to the extreme.

"It's the only way to control my own security," Karabraxos sighed, "I have a clone in every facility. Get on it right away," she ordered to her clone.

"Yes, of course," the clone nodded.

"And then hand in your credentials. You're fired, with immediate effect."

"But please, I've been in your service…"

"Ever since the last one let me down and I was forced to kill it," Karabraxos rolled her eyes, "I can't quite believe that you're putting me through this  _again_ ," she huffed and cut the transmission off, sitting back in her chair as though frustrated and exasperated, "My clone. And yet she doesn't even protest. Pale imitation, really. Ha! I should sue."

"You're killing her?" Clara gaped at her, "You just said…"

"Fired?" she laughed, "I put all of the used clones into the incinerator. Can't have too many of moi scattered around."

"Sorry, you don't get on with your own clone?" Psi eyed the woman.

"Very telling isn't it?" the Professor remarked.

"She hates her own clones," the Doctor corrected, "She burns her own clones. Frankly, you're a career break for the right therapist…" and then his eyes widened as a thought hit him, "Shut up. Everybody just…just shut up."

"And what is this display now?" Karabraxos scoffed, "As amusing as you are?"

"Shut up!" the Doctor snapped at her, "Just shut up, shut up, shut up, shutitty up up up. What…what did she say?" the Doctor turned to the Professor pointing at her, "Saibra, what did she say about looking with our own eyes?"

"Could you trust someone who looked back at you out of your own eyes," the Professor recited, pleased she could at least recall that.

The Doctor nodded and snapped his finger at that, "I know one thing about the Architect. What is it that I know about the Architect? I know one thing. Something that I've known from the very start…"

"What?" Clara asked.

"He hates him," the Professor answered, he'd said it enough times.

"I do," he nodded, "I hate him. He's overbearing, he's manipulative, he likes to think that he's very clever. I hate him! Don't you see?" he looked at the others, " _I_  hate the Architect."

"Oh…" the Professor frowned at that, realizing what he meant.

"You've got it?" the Doctor pointed at the Professor.

"How on earth did you work that out before me?" she looked at him, "You're even older than I am now!"

The Doctor just laughed and hurried back to her, "You still worked it out before the pudding-brains."

"You said you'd stop making me want pudding," she poked him lightly in the chest.

"I'll get you some in a minute," he crossed his hearts.

"What in the name of sanity is going in this room now?" Karabraxos shook her head at them, the two having gone from ranting about some Architect to talking about pudding.

The Doctor scoffed at that, "We're getting sanity judgment from the self-burner."

"She's never babysitting our child," she warned him playfully, making him grin.

He spun around, striding up to Karabraxos's desk, "Do you mind if I borrow a little bit of paper?"

"And what are you doing now?" the woman huffed as he grabbed one off her desk without waiting for a reply.

"I'm giving you our telephone number."

"Why?"

He just folded the paper over and wrote a message, sliding it to her, "Well, we think you might like to call us someday," he tapped the message 'We are Time Travelers' before he stepped back, looking up as the thunder sounded again, the lights flickering more, the building actually starting to rattle, "Oh, that was a big one, wasn't it?"

"You see…we think that your bank is about to close for good, Karabraxos," the Professor added, "And if we were you, we'd get going."

"Don't mind us," the Doctor gestured for her to go, "We'll just stay here and burn."

Karabraxos's lips pursed at that, but alarms started to go off, different alarms than before and she knew it was serious, she knew this solar storm was going to be the worst ever so she stood and made her way over t a small bag and began to pack.

"Hard to know what to take, isn't it?" the Professor called, knowing the Doctor understood the feeling all too well, "The greatest treasures of the universe in just one suitcase."

The Doctor looked down seeing that the Professor had begun to fiddle with the bracelet she always wore in every incarnation, one that he'd gotten her oh so long ago and finally was able to return to her. She never took it off, no matter what and no matter what body she found herself in, she always wore it. He remembered her story of the bracelet. She'd had it on her when she'd been taken for training, she'd been the most careful she'd ever been to make sure it wasn't taken from her, hiding it, keeping it safe, till she gave it to him in the middle of the War as a promise to find him again. It was her most treasured possession. If she had to pick one thing in the whole world (besides him) to save, a room full of treasures, she'd pick that bracelet.

It was more important to her than her blaster…and that was saying something.

"Um, so what's the plan?" Clara whispered to them as the building shook, "Is there a plan?"

"We can use the shredders and get us back to the ship," Saibra offered.

"They're not shredders," the Professor corrected, "They're teleports," she pulled one out, "Very…interesting that I thought they were shredders. Someone must be very clever to be able to disguise them that well that even _I_ would think they were Shredders instead," she eyed the device a moment, "But that's actually not the most interesting thing about them."

"So what is?"

"There were seven of them," the Professor looked at them, "And five of us."

"Hey!" the Doctor called as Karabraxos lifted her bag, tucking a vase under her arm, as she headed to the doors of what was likely an escape pod of sorts, "Give us a call me some time."

The woman just sneered at him, "You'll be dead."

"Yeah, you'll be old," the Doctor shrugged, "We'd all get on famously."

"Are you calling me old again?" the Professor looked at the Doctor.

He just laughed and kissed her temple, focusing on Karabraxos once more, "You'll be old and full of regret for the things that you can't change," he warned her, making the 'call us' gesture as the doors shut.

"Ok what the hell is going on?!" Psi rounded on them.

Clara frowned, suspicious, "Are you remembering?"

"Deducting," the Professor corrected, "We…have an idea of why we're here now."

"What? What is it?"

"We're not sure yet,' the Doctor murmured, "We need our memory back. And I think there's only one way to do that…" he squeezed the Professor's hand and slowly stepped away from her, heading to the main door of the vault.

"Which would be?" Clara called.

"Soup," he breathed just as the doors opened with a ding and the Teller stepped inside the room, "Hello, big man," he held his hand back at the Professor, signaling her to NOT interfere, "Peckish?"

"Doctor!" Clara tried to leap forward and pull him back as the Teller trapped the Doctor in its mental grasp, but the Professor grabbed her and pulled her back.

"No, you have to let him do this," the Professor squeezed Clara tightly, not wanting to watch this, knowing it would be more painful than deadly for the Doctor, but not about to look away incase something went wrong with his plan…as often seemed to happen.

"Let it take me," the Doctor groaned as he fell to his knees in pain, the veins in his neck bulging from the strain, "Let it read me. It's the only way."

"It will kill you!" Clara struggled.

"No, no it won't," the Professor shook her head, it had better not.

The Doctor closed his eyes, the Teller's eyes drawing closer to each other as it sent out pulses at the Doctor's mine, "That's it, that's it," he nodded, "There are so many memories in here. Feast on them. Tuck in. Big scarf, bow tie, bit embarrassing. What do you think of the new look? I was hoping for minimalism, but I think I came up with magician. In the last few days, there's been a block…" he tried to focus again, thinking about his new self made him think of the Professor's new self, of their child, made him focus because if they weren't quick the solar storm was going to kill them all, "Can you see the block? Tell me why we're here. Show me why we're here. Show me!"

He gasped, his eyes flying open as memories flashed through his mind…

~8~

_"It's just a phone, Clara," the Doctor reached in and grabbed it, "Nothing happens when you answer the phone," and put the receiver to his ear._

_"_ _Doctor?_ _" a woman responded on the other end, very old it sounded, very weak, likely very near her end._

_The Doctor frowned at that, nodding the Professor over to him and holding the phone between their ear to listen, "_ _Hello?_ _" he called._

_"_ _You gave me this number," the woman told them, "My name is Madame Karabraxos. I was once the wealthiest person in the Universe. I need your assistance. I'm dying, with…many, many regrets. But one, perhaps, you and your wife may be able to help me with."_

_The Doctor and Professor looked at each other for that, for the woman's knowledge of her, before they listened intently to what the woman requested before the Professor put the phone back on its receiver._

_"It's a little detour," the Doctor turned to Clara, grabbing her hand and tugging her to the TARDIS, "It's a…it's a job, we've got to do it for someone. Come on."_

_"Please, Clara," the Professor looked at her._

_Clara sighed but nodded, following them into the TARDIS. The Professor was very aware that she had a date and she knew the woman wouldn't risk asking her to go with them if it wasn't important and…she had to trust that the Professor, at least, would get her back to the right time and place for her date._

_What are we doing?" she asked as the Doctor shut the doors behind her._

_"We need to rob a bank," the Professor explained, moving to the monitor to look up information about it._

_"What?_ _" Clara blinked._

_"We're going to_ _need worms," the Doctor muttered, moving to the console and sending them off._

~8~

_The Professor scrolled through faces and biographies on the monitor, a brownie in her hand with ketchup on it, munching on it and brushing the crumbs away as she searched for the people they'd need to do it. She had a plan in mind for just how to get into the bank, but she'd need some rather specific individuals to help. She smiled, spotting an augmented human named Psi, a mutant human with 'cloning' abilities named Saibra, and another man with graying hair, a Mr. Porrima that was just an everyday ordinary person, but one that was running for some sort of office and would be at a meet-and-greet very soon. Lots of hands would be shaken, he wouldn't think anything of if a few skin cells happened to be collected._

~8~

_The Doctor attended the meet-and-greet, shaking hands with the man, Porrima, moving his hand behind his back and shaking the skincells onto a receptacle._

~8~

_"The Bank of Karabraxos has never been breached," the Professor stood before Saibra and Psi, explaining the situation, making sure that they both knew what it would mean to get into this, "But if you help us, we can help you too. I've got a plan all worked out…"_

~8~

_Saibra, disguised as Porrima, entered the bank and made her way over to a deposit booth, placing a case inside it._

~8~

_"Architect," the Doctor spoke into a microphone in the TARDIS console, the Professor tapping a few buttons to make it repeat back._

_"Architect," it called, but it was the same voice._

_"Architect," he tried again._

_"Architect," too high, too computerized._

_"Architect._ _"_

_"_ _Architect," the Professor smiled as it was just right, deep enough that not even she would be able to tell it was him. She nodded at the Doctor and he began his message._

_"You will rob the Bank of Karabraxos…"_

~8~

_The Professor pulled off a hood from her head, as she placed a case in the lower levels of the Bank, looking up when the Doctor joined her, wearing a similar hood as well, holding out a hand for her to take before they headed back to where they'd set the TARDIS down._

~8~

_The five bank robbers sat around a table, looking at each other and the four worms sitting on the table. Psi pulled a chip out of his head, the memory cell, and looked at the others nodding, before he activated the deletion and stuck it back in._

_Clara and Saibra reached out to grab their worms as the Time Lords glanced at each other, taking each other's hands before doing the same._

~8~

The Doctor gasped as the Teller released him and he spun on his knees as the Professor moved onto hers beside him, taking his head in her hands, looking him over, her mind searching his to make sure he hadn't been harmed, but seeing the memories that had been blocked and erased.

"Did you see why we came?" he whispered to her, "Why we're here?"

She nodded, "We  _had_  to delete our own memories, otherwise the Teller would have known…"

"And then Karabraxos would have known," he agreed.

"Because the Teller's mentally linked to her."

The Doctor looked over at the Teller, "But she's gone now," he told the creature, "They've all gone. They have no power over you now."

The Professor smiled, remembering the rest of the conversation that Karabraxos herself had had with them, remembering exactly what pricetag the Teller had to do as the woman wanted, and looked at it too, "You can do  _exactly_  what you want to do now."

"Exactly what you've always wanted to do," the Doctor gestured the creature on towards a safe in the back.

The Teller turned to it, stepping over as the lock began to move.

"It knows the combination!" Psi realized that the Teller was the one opening it.

"Of course it does."

"It was linked to Karabraxos," the Professor explained to them, remembering that they couldn't see the memories that the Doctor had shown her.

"What exactly are we doing here?" Clara asked them as the Professor helped the Doctor to his feet, "That thing killed people!"

"Clara, right now would be a very nice time to NOT have to compare my body count to the Teller's," the Professor reminded her lightly, her hand on her stomach, "To say that would mean you wouldn't help me because of what I've done too."

She really…she was trying not to think about that, to not think about what she'd been like during the war. She honestly had no idea what was, but the thought of who she'd been during the war, of all she'd done made her physically ill now. She didn't know if it was because she had life growing inside of her that the thought of all the life she'd taken just made her doubly upset. But it really caused a physical reaction in her, it made her hearts race and her stomach turn (and not because of the baby), and she got light-headed and she felt like she was being doused with ice water and…

' _Kata,_ ' the Doctor's voice cut through her thoughts and she realized she'd gone very still and she really had started shaking. She could see her reflection had paled considerably and the Doctor had moved his arm around her without her even noticing. He leaned in, resting his forehead to her temple, ' _Breathe…_ '

She took a deep breath, putting her hand on his arm and trying to calm herself, tried to move her thoughts to something else, something nicer…she could see the safe door starting to open and smiled, focusing on that instead, "What would you do to protect everything you loved?" she asked Clara.

They watched as the safe doors opened, to reveal another creature just like the Teller, sitting on the floor, trapped in an orange suit and straightjacket as well, crying out when it saw the Teller standing there before it.

"There she is," the Doctor whispered in the Professor's ear, shifting slightly so that he was behind her, his arms wrapped around her, one hand resting on her stomach.

"Not the last of its species," the Professor nodded, resting her arms over his, turning her head to look up at the Doctor, "The last  _two_."

Psi hurried forward with Clara to start unchaining the female Teller, "It's ok, it's ok," the man reassured the creature, "She's alright," he told the Teller.

"Exit strategy," Saibra realized, "We've got  _seven_  shredders."

"Exactly," the Professor nodded, "This wasn't a bank heist. It never was. It was rescue mission for a whole species."

"Flesh and blood," the Doctor nodded, "The last currency," he looked up as the lights flickered, signaling the solar storm was coming, "Time to go home," he looked at the Teller, holding up one of the shredders to him, "What do you think of that, big man?"

The Teller just let out a roar of joy.

~8~

The Doctor, Professor, and Clara stood at the top of a hill on what was likely one of the most peaceful and quiet planets they had ever visited, watching as the two other aliens walked off, side-by-side, into the beauty of the nature around them, freed of the restraints Karabraxos had forced on them.

"So much mental traffic in the universe," the Doctor murmured.

"Solitude is the only peace," the Professor agreed, thinking about how she could quiet her thoughts like that with effort, it was much easier there, a small little planet that the two could be alone on.

'Maybe we should do that,' the Doctor murmured in her mind as he took her hand.

'Do what?'

'Find a small little planet where we can be alone on.'

The Professor gave him a smile for that, 'I think we already have that,' she nodded back at the TARDIS sitting behind them.

He squeezed her hand and turned, his other hand moving to Clara's shoulder as the three of them walked back to the box.

They still had passengers to see to.

~8~

The Doctor smiled as he watched the Professor sit on the armchair, a box of Chinese food in takeout containers in her hand, chopsticks in her other hand, eating noodles out of it. There was an empty carton of broccoli sitting on the floor beside her and she was still piling the food in, not that he would say it quite like that. She'd had a craving just after they'd left the bank and he'd stopped the TARDIS instantly, much to the shock of Psi and Saibra, to get some, all of them ending up taking part in the meal as well and having a good old laugh about the Leaning Tower of Pisa, him trying to pass it off like he'd had nothing to do with the lean to it, but the Professor called him out on it.

He looked over as Psi made his way up to him, "If you ever need help with another bank heist," the man offered, shaking the Doctor's hand, before turning to hug Clara as she stood nearby. He didn't go near the Professor, having learned very quickly not to touch the Doctor's Bonded/Wife, and gave her a small salute which she returned with her chopstick, "If it's YOU that made the plan," he did wink at the Professor for it though.

The Doctor just made the 'phone us' sign to Psi as the man stepped out of the doors, the Doctor pulling the levers and knobs of the console a moment later to get Saibra home to her time as well.

"Good?" the Professor called over to the Doctor as the TARDIS thumped to a landing, not really wanting to get up and go check, she was actually quite comfortable at the moment and the armchair smelled like the Doctor and she just really didn't want to have to get up just to make sure he hadn't landed them in a black hole.

"Yes," he nodded.

"We didn't land in the middle of a horde of Swoggle-Hons hunting the Whipple-Scrumpets?"

"That only happened once!"

The Professor laughed, "But you're sure…"

He sighed, "Yes, I'm sure that Saibra's home now."

Saibra chuckled at them, not having a clue what they were talking about but heading over to the Doctor and hugging him, seeing Clara head up to the Professor and sit beside her, snagging a few lingering pieces of broccoli from the leftover carton, "See?" she smiled as she pulled away, able to touch him without her gloves on, having pressed her cheek to his but still appeared to be herself, her own face, "I don't have your face now."

"My face is rubbish anyway," he waved it off, "The Professor's though…"

"Oh, shut up," the woman cut in, knowing how he could get when he started off on his wife, she turned and gave the two women a wave, before making her way to the doors and stepping out.

"One more left," the Doctor pointed at Clara before moving around the console, putting in coordinates and commands, the Professor forcing herself to get up this time and really double check his work.

"7:12," she nodded, seeing the readings on the monitor, "Local time…" she took a bite of her noodles.

"As promised," the Doctor added.

The Professor swallowed and nodded Clara towards the doors, "Go and enjoy yourself."

"Don't do anything we wouldn't do!" the Doctor called as Clara hurried for the doors.

She stopped short and looked back at him, "You really want to use THAT as a standard?" she gave them a pointed look, before gesturing at her stomach.

"We're married!" the Professor defended.

"I'm not taking 900 years to get married," Clara laughed, reminding them of how they'd apparently loved each other since they were children but hadn't confessed it till about 900 years later.

"But please DO take 300 to have a child," the Professor mock-pleaded.

Clara shook her head at that, understanding the meaning behind her words, not to rush into anything, contrary to how the Doctor seemed to live his life, "You know," she eyed the Professor's carton, "I've just realized. I'm going out for another meal now."

"Don't worry," the Doctor waved it off, "Calories consumed on the TARDIS have no lasting effect."

"What?" she gaped, "Are you kidding?"

"If he were being serious, Clara, would I be this big?" the Professor pointed to her stomach.

"Right," Clara nodded, knowing that the Professor didn't leave the TARDIS every time she wanted to eat, they had a kitchen.

"It's a time machine, not a miracle worker," the Doctor waved her off, "Bye bye."

"See you," Clara waved back, "Don't rob any banks…"

"Don't rob any banks what?" the Professor smiled, hearing an end to the statement not given.

"Without me," she told them, as though it should be obvious.

"Of course we won't," the Professor laughed, "Need your help to keep an eye on this one," she nodded at the Doctor.

Clara nodded at that reasonable reason before she stepped out of the TARDIS.

"Robbing a bank," the Doctor sighed, leaning against the console, reaching out to turn the Professor slightly, placing his hand on her stomach, "Robbing a whole bank. What do you think of that baby?" he asked her stomach, "First birthday party?"

The Professor shook her head, "We're  _not_  robbing a bank with our baby for its birthday."

"Fine, fine," he nodded, though he was sure that the firm kick he'd felt against his palm meant that the baby agreed with him, "What about a small bank, on Earth?"

The Professor just shook her head, "We are not inspiring another Bonnie and Clyde."

"That only happened once!" he huffed, before growing serious, "What do you think though," he looked at her.

"About what?"

"The Architect," he began, "The Strategist. Fitting titles," he smiled, "Maybe this one will be one of them," he rubbed her stomach.

"Or the Tutor or Physician," she joked, thinking about some other titles they'd had.

"The Caretaker or the Housekeeper!"

"The Warrior or the Soldier," she smiled more sadly at those, before looking up at him, "Why did you let me take the lead so much?" she asked him, something about it niggling the back of her mind, "The others seemed to think you were in charge, but you kept insisting I was."

"Besides the fact that you ARE," he shifted closer to her, "Happy wife, happy life and all that…" she rolled her eyes at that, "I know how you feel like everything about your body is going out of control," he shrugged, "I wanted to give you a change to be IN control again. Be the one calling the shots, making decisions."

She leaned in, resting her head to his, "You make me happy," she whispered, "I don't…" she sighed, "I don't need control to be happy," even as she said it, she knew that it wasn't a full truth, she WAS a bit upset with how her body kept changing faster than she could keep up, but…she was trying to remind herself that it was changing for a GOOD reason instead of a bad one, she wasn't being turned into a soldier again…she was…evolving into a mother, and that was good, "I just need you."

He smiled at that.

"You…and pudding."

He laughed, "As you wish," he turned to lead her back to the stairs, glad he'd had the foresight to stock up on quite a few different sorts of puddings after the last time she got a craving for them. It was probably excessive, more pudding than she'd be able to eat throughout her entire pregnancy but…it made her happy.

And he'd do anything to keep her happy.

* * *

**Notes for the Chapter:**

> I hope you liked how the Professor was sort of the mastermind behind the heist, but that the Doctor was the face of it :) I feel like he'd be very aware of how his wife feels about her changing body and not having control of it like normal and he'd want to do something to help her feel more in control, letting her be in control of the heist would help :) I have no idea what species the Teller is, just made up a name :)


	6. The Caretaker and The Tutor

The Professor was standing at the console, looking at the monitor, her mouth opened in a wide yawn as she fought to try and keep her gaze on the screen and not close them completely, she was in the middle of reading and she didn't want to lose her place. She was trying to get sleep, she really was, the last time though hadn't quite worked and she'd shifted around so much that the Doctor had ended up rolling out of the bed, and that had woken HIM up. He'd tried to help her, made her warm milk and other things that were supposed to help, but she just hadn't. He'd then decided that, perhaps, a few adventures would help keep the process going. It worked, at first.

They'd gone with Clara to a desert like planet with twin suns…and ended up chained to a set of pillars and left to die by the natives.

The Doctor had insulted them.

They'd managed to get out of it before the sand piranhas could attack them. She'd just had to do her little trick with handcuffs and get to the Doctor's sonic to release the others. It had been full of excitement…but the heat hadn't helped her at all, had actually made her so light-headed on the way back that she was ashamed to say she'd passed out a bit. The Doctor had had to carry her back, not far, but still…she wasn't as light as she used to be. She'd been fine, bit of heatstroke, but fine in the end, had gotten some rest then.

After that, the next time she tried to sleep and couldn't, the Doctor thought that it would be a relaxing trip they needed, so they were going to go to a rather oceanic planet, visit the Fish People, a sort of reversed mermaid of sorts, fish bodies with human bottom halves and humanoid arms that were very webbed on the end. It was meant to be like an underwater aquarium, they could walk through glass tunnels and see the beauty of the ocean around them…they'd ended up being chased away by the people with spears in their hands.

The Doctor had insulted them.

They'd managed to reach the TARDIS, but the room they'd parked it in had been flooded and they'd had to swim through it to get to the box in time. She'd gotten a little bit of a chill, bit of a cold which was miserable for her and caused the Doctor to spend quite a few hours coming up with a baby-safe medicine she could take to help. On top of that, the smell of the salt water had made her ill whenever she got a whiff of it and no matter how many times she'd washed her hair, it lingered for near a week. But being a bit ill, she'd finally felt less warm and gotten to rest. The third time she couldn't sleep though, the Doctor decided that he should take them somewhere that there was a chance they'd be venerated and NOT attacked and, for some reason she couldn't fathom, he decided the Sontarans were the best option. It had all ended with them being chased, lasers flying past them as the soldiers ran after them.

SHE had insulted them that time.

The running had been hard, she'd had to almost use both hands to hold her stomach as they dashed about corners and ducked under bolts and so on till they could get to the TARDIS. She'd thrown up again from the exertion, but it had made her exhausted enough to fall right asleep…on the armchair. The Doctor had been too taken with how peaceful she looked to bring himself to wake her. Now though…now she was tired again and she could only imagine what the Doctor had in mind this time.

But he'd said that there wasn't a different planet in mind this time, but Earth. He'd found a…blip, on the monitors and was leaving it up to her to see if they should go investigate or not. Given his track record the last few times he tried to help, he thought she should be the one to choose this time.

"So!" she looked over as Clara jogged in from where they'd parked the TARDIS, "Where we off to?"

"Clara," the Doctor smiled at her as he peeked around from beside the Professor, leaning around the side of the rotor to look at her, "You look lovely today. Have you had a wash?"

Clara stopped dead and looked at him with no small amount of suspicion, "Why are you being nice?"

"Because it works on you," the Doctor shrugged.

"He's trying to say sorry," the Professor told her, "Because there's not going to be a trip today."

"There's not?" Clara blinked.

"Er, we've got to do a thing?" the Doctor looked at the Professor, silently asking if that was her way of saying that they WOULD be doing this next little trip. She nodded and he smiled, "It might take a while."

"What thing?"

"Just a thing."

"You're being mysterious, and do you know what means?" Clara crossed her arms.

"I'm a man of mystery!" he defended.

Clara scoffed at that, "It means that you are a very clever man making the mistake, common to very clever people, of assuming that everybody else besides your wife is stupid."

"It's not a mistake if it's true," he huffed.

Clara just shook her head, looking more at the Professor, "Where are you two going then?"

"Undercover," the Professor offered, giving the Doctor a sly smile. She knew why he'd wanted to come to see Clara. If she said no to the next trip, then they'd put the TARDIS on random and take Clara on an adventure. If she said yes, he wanted to make Clara think that she wouldn't be seeing them for a few days as a…sort of surprise when they actually DID make this trip. He didn't want her to suspect anything so the surprise would be better, "Deep cover."

"Can he even do deep cover?"

"Oi!" the Doctor cried.

But Clara just continued, "I mean, I know YOU can," she told the Professor, "You've got that whole 'complete the mission' thing going for you," she wanted to add that the Professor could actually concentrate and focus on something for more than a minute or two, but…she'd noticed the woman's attention and focus had been drifting lately, becoming less fixed than she was used to seeing from the Time Lady, and she knew that upset her so she held off, "The Doctor?" she shook her head.

"What's that supposed to mean?" the Doctor frowned.

"Have you  _seen_  you?" Clara laughed.

"It's better than his last self though," the Professor called, "Floppy hair, bow tie, purple suit…"

"True," Clara agreed with a joking smile.

"Of course I can do deep cover," the Doctor rolled his eyes at the two of them, so this was what it felt like to be ganged up on…he had to smile a bit at the thought, he was hoping that the Professor would have a little girl, he wouldn't much mind being ganged up on by those two particular women. They'd been holding off trying to determine the gender for as long as his curiosity could hold off for. So no scans of the baby had been run yet. But he was nearing his end, he knew, all that talk of titles last time had made him curious about something else they should be thinking of…

Names.

"Where, the Magic Circle?" Clara teased.

The Doctor shook his head and snapped his fingers, opening the TARDIS doors and gesturing her out them, "We'll see you when we see you."

Clara narrowed her eyes and snapped her fingers to close the doors, "When's that?"

"When we see you," he repeated, snapping his fingers again.

"Hmm," Clara considered the two of them, but for once the Doctor's expression wasn't giving something away, she was used to that from the Professor but not the Doctor, "Hmm. I'll be sure to have a wash."

"Excellent," the Doctor nodded, "I was meaning to bring it up…"

The Professor shook her head, "We'll see you soon Clara," she promised the girl, giving her a small salute as Clara turned to wave at them before she stepped out.

They'd just turned back to the console when Clara peeked back in quickly, making them look at her as she pointed at her eyes and then at them. They chuckled at that, that she'd be keeping an eye on them, before she finally ducked out for good.

"So…" the Doctor moved back to the Professor's side, "We ARE doing this?"

She smiled and nodded, looking at the monitor, "It's too near Coal Hill," she agreed, "And it's not just Clara there, but children as well," she placed her hand on her stomach, the Doctor putting his over hers, the two of them just taking a moment to feel their child kick their hands.

~8~

The Doctor and Professor walked down the halls of Coal Hill School, heading for the staff room they'd been directed to by the nice women in the main office…women the Professor was hoping never to have to see again if they thought they could touch her stomach one more time without her permission. Just because her stomach stuck out from her jacket didn't mean there was a neon sign flashing across it that said 'place hand here.' It was one thing when the Doctor, her husband, the father of her child, did it…it was quite another when random strangers touched her stomach out of the blue. Still, school was going to be starting soon, there was some sort of assembly and then the rest of the school day and they were supposed to meet the other teachers quickly beforehand so that they'd know, if anything was needed, they were the ones to come to again.

"Hold on," they could hear the headmaster speaking as they reached the door, Armitage, they recalled his name was, "There is just er, two more things. Atif's off sick, so we've got a newbie, and we've found someone to fill in for our selective tutoring program, I did ask them to come along…" the Doctor reached out and knocked on the door of the staff room, "Ah, here they are…"

He pulled open the door and they stepped in, Clara visible to them right in the front of the other teachers, her mouth dropping open when she saw them. The Doctor had a broom in hand, had changed his jacket to a sort of long brown coat. The Professor hadn't changed much save that she'd switched her leggings for actual trousers, her boots for flats, and had her hair up in a messy bun.

"Hello," the Professor greeted, "I'm the new tutor, Katherine Smith," it was a sort of private tutoring position, teachers would send students to a small little room if they were struggling to grasp something and the tutor would go over it with them, making sure to get them caught up, get them the individual attention they might need, without letting them fall behind either. They had to be versed in the basic subjects as it was a non-specific sort of position, needing them to be able to teach maths or history or English…

"And I'm the new caretaker. John Smith," the Doctor smiled, his arm around the Professor so it was clear that they were married-Smiths.

A young, rather built, black man with a subtle stubble nodded at them, "Welcome to Coal Hill, Mr. Smith, Mrs. Smith."

"Thanks," the Professor nodded, her hand coming to her stomach, trying not to laugh as Clara started to shake her head in disbelief at them.

"Yes, John and Katherine Smith," the Doctor grinned, "But, you know, here's a thing. Most people just call us the Doctor and the Professor," he gestured at the Professor for the last name, before winking…more at Clara than the others.

"So, if anybody needs us, just give us a shout," the Professor added.

"I'll be in the storeroom just getting the lie of the land."

"And I'll be in the tutor room or wandering about."

The teachers nodded and the Time Lords stepped back, allowing them to leave the room to head to the assembly, "Yes," the Doctor waved them along, making a bit of a sweeping motion with the broom to urge them on, "No body's taking any notice at all. Absolutely good news because it means we must be coming across just as absolutely boring human beings like you though," he frowned and looked at the Professor, "I can't imagine how YOU managed that, you're too extraordinary to be boring."

The Professor laughed and looked over at Clara who was trying to lag behind and speak to them, so she walked over to the girl just as she reached the door, mouthing to the Time Lady 'What are you doing here?!'

The Professor just winked, "Deep cover," and shut the door, moving back to the Doctor.

"Have you got it?" the Doctor glanced at the Professor from where he was looking at a layout of the school on a paper as she pulled something out of her pockets, a small medicine container, like for vitamins or pills, and another rather large brown paper bag.

"Yup," she nodded, "I just have to find the nurse's room and…"

They looked over when the door opened, the Doctor quickly crumpling the paper and stuffing it in his pocket, only to see Clara enter.

"Deep cover?" Clara gave them a look, crossing her arms, as though she were the adult chastising them.

"So, you recognized us, then," the Doctor just smiled.

"You're wearing a different coat," Clara pointed out, "And you've got your hair up," she gestured at the Professor.

"And you saw straight through that."

"I used my eyes," Clara rolled them, "And noticed everything. If you want to go blaming anyone for that it's your wife."

The Professor just laughed at this, "Sadly, Clara, this IS quite close to the Time Lord version of 'deep cover' before the war," they weren't quite a species known for disguising themselves through outfits and things.

"Deep cover in my school?" Clara frowned, "Why? Where's Atif, what have you done with him?"

"He's fine," the Professor promised as the Doctor tried to 'sweep' Clara out with the broom.

"Hypnotized," the Doctor agreed.

"He thinks he's got the flu."

"Also a flying car and three wives," he chuckled, "It's going to be a rude awakening."

"Is it aliens?" Clara asked them, her eyes widening, "Oh, my God, is that why you're here? Are there aliens?"

"It's assembly," the Doctor tried to usher her out.

"You really should get going, Clara," the Professor nodded, "You're going to be late."

"Yes, go and worship something."

But Clara held firm, "Are there aliens in this school?"

"Listen," the Doctor sighed, "It's lovely talking to you, but we've really got to get on. I'm a caretaker now. Look, I've got a brush," he held it up.

"And I'm sure that, once the assembly's over I'll be getting the rowdy students sent to me," the Professor added, "And I really do need the time before that to…"

"Please," Clara cut in, "Is there an alien in this school?"

"Two," the Doctor nodded, "US," he gestured between himself and the Professor, "Now, go. The walls need sponging and there's a sinister puddle."

"You can't do this," Clara shook her head, "You cannot pass yourself off as a real person among actual people, Doctor."

"Oi, what about her?" he pointed at the Professor.

"She's got all those skilly things!"

"And I don't?" he huffed, almost offended, "I'll have you know, I lived among otters once for a month."

The Professor scoffed at that, "You were sulking."

"It wasn't my fault," he turned to her, "You and River went off on your girl's day with Jenny and you let me to my own devices. What else was I going to do?"

"Human beings are not otters!" Clara cut in once more, trying not to shout but keep it to a loud hiss, knowing that there were probably straggling students just on the other side of the door.

"Exactly," the Doctor pointed at her, "It'll be even easier!"

Clara closed her eyes and rubbed her forehead a moment before looking at them, "Ok. One question. And you  _will_  answer this question," she turned her pointed finger from him to the Professor, knowing she'd get a straighter answer out of her, "Are the kids safe?"

"Yes," the Professor nodded, "We're here Clara to keep them safe."

"At the moment though," the Doctor HAD to add, "No one's safe. But, soon, the answer  _will_  be yes, everybody is safe, if you let us get on."

"It'll probably be best if you pretend you don't know us," the Professor reached out to lightly lead Clara to the door.

"Yes, stay out of our way," the Doctor agreed, "The less you know, the better."

"We'll explain it all later," the Professor crossed her hearts though.

"Go and sing with the otters."

"Hate you!" Clara called over her shoulder as she turned to leave.

"No you don't," the Doctor shook his head, watching her go, before glancing at his watch, "Best hurry," he told the Professor who nodded and stepped out of the room with her paper bag and bottle.

~8~

The Professor stepped up to a small door that said 'Matron's Office' and knocked lightly, waiting till she heard a 'Come in!' from inside before opening it. She stopped short however at the sight before her.

" _You're_  the school's matron?"

The question slipped out before she could stop it. But she couldn't help it, the woman…no girl, it had to be a girl, sitting at the desk before her was younger than she expected, seemingly only just about 21 or so. She was slim, lean, with very light brown hair that seemed a shade darker on the layers closer to her neck, hanging freely around her shoulders. She could see the woman's gray eyes from there, magnified slightly by the thin, wire-glasses perched on her nose. She was fair, with no freckles that she could make out and…she couldn't help but feel like the woman was familiar.

And really, very young for this position.

"I know," the woman laughed though, standing up and making her way over to her, her voice with an alto note to it, "Matron sounds too matronly for me. You can just call me Nurse Smith."

"Smith?" the Professor blinked, taking the plastic gloved-hand the woman offered to her to shake.

"Yes, Leia Smith at your service," she frowned a moment, not sure why the woman seemed put off by the surname, before she realized, "Oh! You're Mrs. Smith, aren't you? The Headmaster warned you would be coming by with vitamins that needed to be refrigerated."

"Yes," the Professor shook herself out of wherever her thoughts had gone, focusing on the reason to come there, the special vitamins that the Doctor had made just for Time Lord biology, even more of a reason to keep them locked away, "Um, my husband also wanted me to ask if I could keep this here too?" she held up the paper bag, "My lunch," she explained, "He's very protective and paranoid and thinks the other teachers will eat it if I keep it with their lunches in the staff room refrigerator."

"That's fine," she nodded, turning to gesture the Professor to follow her to a small, locked, refrigerator that she had the key hanging from a lanyard around her neck for, "Your husband's here too?" she asked for conversation as she unlocked it.

"Yes, he's filling in for the caretaker."

"And that's Mr.  _Smith_?" she inquired, just to be certain, not every woman took their husband's name after all.

"Yes."

Leia chuckled slightly, "Seems like we Smiths are coming out of the woodwork today," she joked.

"Are there many more Smiths here?"

"No," Leia placed the vitamin bottle and the lunch in the fridge and stood up, locking it again, "Just me," she glanced over at the Professor, "Might I ask...how far along?"

The Professor smiled, "Just about 6 months," she offered, she was nearly through her second trimester according to the Doctor.

"Really?" the woman's eyes widened at that.

The Professor's smile slowly curved downward at the look on the woman's eyes, "Is there something wrong?"

"No," Leia said quickly, smiling a bit too much, "Nothing at all."

"Then why are you looking at me like I'm about to pop?"

"Because you look it," Leia sighed, "I don't mean any offense, I don't, it's just...one of the other teachers had a baby not too long ago and she looked just about that big near the end. And if you're that size already, and it's only 6 months..."

"This...isn't the normal size?" the Professor started to frown at that, her hands coming to rest on her stomach. She hadn't really thought about that. She'd just thought she'd been eating too much, but...if what the woman said was right, and Time Lords WERE very close to the humans in terms of pregnancy, then this wasn't normal. She was too big and...what if...what if that meant something was wrong? What if she was making the baby too fat? What if there was something ELSE going on? What if it was a...a tumor or something?

"It's probably fine," Leia tried to reassure her, "Everyone's different, everyone holds their weight differently. But if you're about 6 months you should also look into getting tested for gestational diabetes if you haven't already. Around this mark is when most women do and..."

"Yes," the Professor cut in, swallowing hard, rubbing her stomach, "Thanks, I...I will..." and she'd scan for some other things as well, not wanting to freak out at the moment, not wanting to worry. There was...a lot about to go on and she needed a moment to prepare herself. She needed to make sure she was mentally ready to handle it if the results were bad. She just...needed a moment to regroup.

Leia looked up as the school bell went off, signaling the end of the assembly, "Just, um, come round whenever you need them, I'm here all day, even on my break."

"Thank you," the Professor nodded, turning to head out, not noticing the young woman starting to smile as she watched her go or shaking her head at her.

"No problem at all, Professor," she murmured with a small chuckle to her words as though the word 'Professor' was funny, before she went back to her desk and prepared for the day's inflow of students.

~8~

Clara was sitting in her English class, knowing all her students were very bored to be reading 'Pride and Prejudice' out loud, but it was part of the curriculum and had to be got through. She sighed, turning the page, when she paused, hearing a sound that was NOT reading and looked up…

"Though unheard by Lydia," one of the boys was reading, "Was caught by Elizabeth, and as it assured her that Darcy was not…"

He was cut off very suddenly when Clara stood up quickly from the desk, staring across the room to the back where the Doctor appeared to be standing on a ladder, his head and body half stuck through the open window.

"You alright, Miss Oswald?" the boy looked up at her.

"Yes, Kelvin, I'm fine," she nodded, "You…carry on."

Kelvin eyed her a moment before getting back to the book, "Every feeling of displeasure against the former was so sharpened…"

Clara tried to, as calmly as possible, walk down the center row of her students and to the back of the room, wincing as the chair she pulled over to climb up and speak to the Doctor dragged on the floor, making that ungodly screeching noise that had the entire class turning back to watch her, "Can I help you, Mr. Smith?" she asked, her jaw tense, her words short.

"Wrong," the Doctor pointed past her absently as he worked on one of the locks.

"I'm sorry?"

"On the board," he nodded past her, "Wrong. Wrong."

Clara looked over her shoulder, first at the writing on the board, 'The famous Jane Austen, 1797, 'It is a truth universally acknowledged, that a single man in possession of a good fortune, must be in want of a wife,'' before her gaze flickered to the students, staring at her.

She spun around, "Oh, no, no, no, no," she shook her head, trying to speak quietly, trying NOT to let on that she was familiar with this man, "You don't do this. You are the caretaker, this is not what you do."

"Just taking care," he shrugged.

"Not your area!"

"Jane Austen wrote 'Pride and Prejudice' in 1796," he corrected, "I should know," he murmured, "She and the Professor gossiped like you wouldn't believe…"

Clara cleared her throat to cut him off talking about time travel and turned back to her class, introducing them, "This is Mr. Smith, the temporary caretaker, and he's a bit confused."

"Not in 1797!" he huffed, speaking louder as he pointed at the board again, "Because she didn't have the time. She was so busy doing all…"

"Oh, what?" she snapped, rounding back on the Doctor, "I suppose she was your companion, was she? And you and your wife took her on holidays with you and then you got kidnapped by Boggons from space and then you all formed a band and met Buddy Holly!"

The Doctor blinked at her, "No…the Professor and I read the book," he told her, "There's a bio at the back. The Professor loves Jane Austen, second to Dickens of course, I'd read her the books and there was a little bio and…"

Clara closed her eyes as the children giggled, whether from her enormous flub there in shouting at the man or from her being corrected by such a simple thing or because the man had just spoken about he and his wife reading together and the children found it oddly adorable she didn't know.

"Just get down," she whispered to him.

The Doctor moved to climb down, but stopped and looked at her, "Boggons?"

"Go," she waved him off, the school bell ringing just as he started to climb back down, "Right, that's it," she spun to her class, hopping off the chair and hurrying away, "Well done, Kelvin. Get going. See you all in a couple of days. Thanks very much."

"Miss," Kelvin called as she reached the doorway, "What about our homework?"

"Who asks for homework?" she scoffed lightly, "Amateur," before hurrying away, needing to find either the Doctor and scold him for that, or the Professor to have HER scold him for that.

She nodded to herself, the Professor it was.

~8~

The Professor was walking down the halls of Coal Hill, absolutely mortified…because she was lost. Somehow she'd managed to get LOST in the school that was more simple than the halls of the dorms in the Academy. She was utterly, utterly horrified at the realization that she'd gotten turned around somewhere and now had no idea where the nurse's office was from there.

Wonderful.

She sighed, reaching the end of the hall before spotting the courtyard to the side. At least she could see that. She was about to head into it, knowing that the Doctor wanted to meet there for lunch and that he'd be more than willing to walk with her to the nurse's office once he got there…when she heard a lesson going on.

"Come on," a man that sounded like the black teacher that had been standing by Clara before and greeted them to the School spoke, "It's really very simple. What is the circumference of the circle?"

"But how are we supposed to know?" a young girl asked and the Professor found herself walking over to the door and peeking in, seeing it WAS the teacher from before, standing before a small board with a circle drawn on it, a line was extended from the side of the circle to the middle of it with 24 written on it.

"I taught you the formula for circumference yesterday," the teacher pointed out, "Check your notes and then answer the question."

The students flipped through their notes but still seemed confused.

"Look," the teacher sighed, remaining calm despite the slight failings of his class, "If the  _radius_ ," he pointed at the line, "Is 24, then the circumference is…"

"Is the radius important?" another student called.

"For the formula," the teacher nodded.

"But isn't it important to find the area too?" the first student, the girl asked.

"Yes."

"So is that circumference or area?" the second student shook his head.

"Ok," the teacher sighed, "Look, I'll give you the answer and then we'll work backwards. The circumference of this circle is…"

"150.8," the Professor answered, "If you're rounding up. Otherwise it's 150.79644737…"

"Mrs. Smith!" the teacher greeted, surprised, "Um, class, this is the fill-in tutor, Mrs. Smith," he looked over at her, "You ARE good," he muttered, "Working that out to all those decimals," he turned to the class, "See, if you apply yourselves you can be that clever too."

"But aren't the circumference and area the same formula?" a third student called.

The teacher paused before he turned to the Professor, "Would you care to tell them how you came to your answer, Mrs. Smith?"

She shrugged, "Twinkle, twinkle, little star."

"What?" he frowned as the class just stared at her.

She smiled, "Twinkle, twinkle, little star. Circumference equals 2 pi R."

"Why couldn't  _you_  explain it like that!?" the girl turned to the teacher, "That's so easy!"

The teacher seemed startled at that and focused on the class again, "So…right, if that's…if that's the formula, then how did Mrs. Smith get 150.8?"

"Cos it's 48 times pi," the second student called.

"And that's…"the third scratched it on a paper, likely only going up to 3.1415 as most did when it came to pi, they couldn't recite all the way to the end of it like Time Lords could. It DID end, it just took…a very, very long time to get there, "150.792!"

"Which is…"

"150.8," the class recited.

"And if circumference is 2 pi R, then the area is…"

"Pi R squared!"

"Excellent!" the teacher cheered just as the bell went off, "Right, for homework do problems 1-15 on page 103, ok?" he turned to the Professor, offering her his hand, "Danny Pink," he introduced, "Maths, obviously," he laughed a bit, "Thank you for that. I didn't know that rhyme, wish I had. Woulda made this a lot easier."

The Professor nodded, "Recreational Mathematics member," she told him, "Er…my school was very advanced."

He nodded at that, "Um…was there a reason you popped in? Not that it was bad," he added quickly, "Just…"

She smiled, "I got a bit turned around and when I was on my way back to the nurse's I heard your lesson. Just wanted to peek in but I saw the problem. Never could resist a good math problem."

"Well I'm grateful you did," he blinked a minute, "You said turned around?" she nodded, "Do you need any help getting back? I got lost the first few days too and…"

"Yeah, actually, that'd be great," she nodded, "I just need to find the nurse's room?"

"Down the hall," he pointed, "Go right at the intersection and at the second intersection make a left, it should be on the right, about 5 doors down."

"Brilliant, thanks!" the Professor gave him a small salute before heading off.

~8~

The Doctor was working on a junction cupboard in the courtyard of the school, a small garden set up around it, listening to one of the teachers…a man with floppy hair and a bow tie that reminded him very much of his last self…speaking with two others, the black teacher from before and another.

"Oh there's a bit of rivalry," the teacher was laughing, gesturing between the other two, "These two are giving the young boys a run for their money."

"How so?" the Doctor asked.

"We both maintain the 'Coal Hill Cadets,'" the second teacher remarked, "Sort of like a faux platoon for the boys to help exercise and teach them responsibility and maturity."

"And 'we both' are?"

"Danny Pink," the black teacher introduced, reaching out a hand to shake the Doctor's.

"Leto Stewart," the second teacher added.

The Doctor could picture the Stewart bloke as more the military lead than Pink, and it wasn't just a bias towards the name Stewart in relation to people in armies, but he just had that air about him. Pink seemed mild-mannered, quiet, stuttery at times, while the other man held himself with more assurance and strength. The man was tall and muscular, wearing a simple white t-shirt and black slacks. He had a hint of stubble, blonde like his very short hair that stuck up with a tuft of hair in the front, the blonde making his green eyes sharper. He definitely had the sense of an army man to him, more so than Pink.

"And what do you both do when you're not making soldiers out of boys?"

"I teach maths," Danny offered.

"I'm PE," Leto added.

The other teacher laughed, "A right little drill sergeant he is," he patted Leto on the shoulder, "The kids even call him that instead of coach or anything else…" he looked over when he heard the sound of breaking glass, "Mohammed, put that down!" and hurried off.

"And you were both soldiers," the Doctor eyed them as they nodded, "Why?"

"Runs in my family," Leto shrugged, "Always felt like there was an honor in it, in helping people, saving them, defending them when they can't defend themselves."

"Your dad in the military?"

"Both," Leto replied, "Mum and dad," he started to grin a bit at the thought, "Mum ended up outranking dad though, never lets him forget it either."

"Really?" the Doctor smiled, thinking a bit of the Professor in that.

"Oh yeah," Leto laughed, "Mum was more the front-line sort of person, or the one coming up with the battle plans, Dad was more use helping the injured, though he did get a little more into it when mum started moving up in the ranks. Wanted to do better to protect her I suppose."

"Interesting," the Doctor murmured, "What about you?" he looked at Danny, "What's your story?"

Danny just shrugged, "Always dreamed of being a soldier, Dan the Soldier Man."

"Er," Clara's voice called as the Doctor looked back to see her behind him setting down a watering can and hurrying over, "Excuse me. Mr. Pink, I think class 9M4 are waiting."

"Right," Danny nodded, "Thanks," he gave the Doctor a nod of goodbye before hurrying inside.

"And, er, Mr. Stewart," Clara turned to him, "The break time's almost over, didn't you mention something about two-ball football today?"

Leto's eyes narrowed, "I get the feeling you're trying to get rid of me, Miss Oswald."

"No," Clara blinked, "Why would I?"

He just grinned, "Let me guess, one of the kids broke something you need Mr. Smith here to repair without the Headmaster knowing."

"Yes," Clara nodded, "Yes, exactly that, so if you could…" she gestured for him to shoo.

Leto laughed, "Good to meet you Mr. Smith," he reached out and shook the Doctor's hand before heading off, shaking his head at Clara as well as he went.

Clara let out a breath and turned to the Doctor, "So, Pink? The name remind you of anything?"

"Yeah," he mumbled focusing on the cupboard again, "The color."

"Colonel Orson Pink," the Professor corrected as she joined them, her paper bag in hand, "The one from the end of the universe."

"Oh, yeah," the Doctor nodded, "Ok, yeah. Same name, doesn't look anything like him though."

Clara gave him a look for that, glancing at the Professor as if to ask if he was being serious, before turning to him again, "Looks very like him."

"Does he? I don't know, all you humans look alike."

"YOU look human," Clara pointed out.

"You look Time Lord," the Professor set the bag down on the cupboard and pulled out a small lettuce, cheese, and…what looked like potato sandwich, taking a bite of it.

"Ok, well then how are we alike if you can tell each other apart?"

"Clara I'm almost insulted you think I'd ever mistake my wife for anyone else," the Doctor mumbled, ducking into the cupboard to stick a small device inside it, three green lights lit up on it, "She's too lovely to think she's human."

"Way to make me feel lovely Gramps," Clara deadpanned.

"Not my fault she's beautiful," he called from in the cupboard, swinging out a moment later to lock it, ending up with a peck from the Professor as he stood.

"What are you doing?" Clara frowned as he closed the cupboard, seeing the green lights blinking, "What…what's in there?"

"So," the Doctor just turned to Clara, his arm moving around the Professor's shoulder as she ate her lunch, "Is he here then?"

Clara grimaced slightly as he took a bite of the Professor's odd concoction when she offered him one, "Is who here?"

"The one that you keep going on serious dates with," the Professor swallowed.

"If he is," Clara crossed her arms, "Are you going to start talking like normal human beings?"

The Doctor laughed, "We promise we won't. I'm being nice!"

"Doctor…" Clara sighed as he turned to lead the Professor back into the building.

"Clara!" the floppy haired teacher called as she followed, "Got this period free, yes?"

"No," she answered promptly before sighing, "Yes."

The Doctor and Professor looked over, eyeing the man she was talking to, the Doctor shaking his head with a grin.

"Great. Shakespeare!" the man cheered.

"Sorry, what, Adrian?" Clara looked at him.

"Oh, I see…" the Doctor murmured as Clara neared them.

"You see what?"

"Nothing," he held up his arms, "Nothing at all."

"Excuse me," Adrian smiled at them, turning Clara to the side a moment, "We have to talk about 'The Tempest.'"

The Professor shook her head as Adrian led Clara off, "I really think there IS nothing at all there," she remarked.

"What?" the Doctor frowned, "Isn't that the boyfriend?"

"I don't think so," the Professor shook her head.

"Why not?"

She gave him a soft smile, "Would I ever be standing there like that," she gestured at Clara who seemed distracted, irritated, annoyed, and rather short with the man while still trying to be awkwardly polite, "If YOU were beside me?"

The Doctor blinked and paused to consider that, studying Clara a moment before looking back to the Professor to comment…only to see she'd walked off and hurried to her side, taking the paper bag from her hand and shifting it to his other so he could hold her hand as they walked on.

~8~

The Doctor paused outside the door to the caretaker's storeroom, a little plaque on the door reading 'caretaker' on it. The Professor crumpled up the paper bag of her lunch, still having a few more minutes of it left before she'd be needed back in the tutor's office to join him. He reached out and pulled one of the devices he'd stuck into the cupboard from his pocket, lifting it up to place the blinking green light in the hanging plant above the door. They'd stuck them to a few places on the way over, on some of the lights, just below a fire alarm trigger, on some drain grating, making a wide circle around the school to get back to the storeroom.

They'd passed a rather interesting bit of graffiti though, 'Ozzie loves the Squaddie.' The Professor had laughed at that and tried to consider which squaddie it was as she was very sure that Adrian wasn't a squaddie, a soldier could always recognize another soldier, and thought that to mean that she was dating one instead. She knew of only three though, her, Danny Pink, and that Leto bloke she'd seen leaving the courtyard as she'd arrived. She'd mentioned it and the Doctor had been insistent that it was HER. Which had confused her a moment, till he added that of course Clara would love her grandmother.

"And one for luck," the Doctor pulled his hand away from the basket before unlocking the storeroom and stepping inside, smiling when he saw the TARDIS parked in the back, the room more like a small storage shed, with shelving for supplies and a small workbench with a toolbox on it.

"Come on," the Professor tossed her crumpled bag into a rubbish bin next to the door, "Let's see the lie of the land. I need the layout to know what we have to work with," she could have just looked it up on the TARDIS monitor, but they needed to make sure that their sensors and devices were working properly anyway.

"Time to see what's going on," the Doctor agreed, heading into the TARDIS…just when they heard the door open behind them.

"Hello?" a young girl called out, "Oi. What are you doing?" she moved closer to the TARDIS, "Are you in there?"

"Maybe if we're very quiet she'll go away," the Doctor whispered to the Professor, the two of them just within the threshold.

"There's been a spillage in Geography, I need some paper towels!" the girl huffed, not leaving.

The Doctor rolled his eyes but turned around and stepped out of the TARDIS, the Professor coming to join him, standing in the doorway with the door half-shut behind her, "Can't you read?" he pointed to a sign that was hanging on one of the shelves nearby, right by the door.

"Course I can read," the girl crossed her arms, "Read what?"

"The door," he mimicked her stance, "It says, 'Keep Out.'"

"No, it says, 'Go Away Humans,''" the girl corrected, making the Professor laugh.

The Doctor frowned at that and went over, turning the hanging sign around to see it did indeed say that, "Oh, so it does. Never lose your temper in the middle of a door sign."

"What were you doing in there?" the girl tried to look past the Professor who stepped out fully and shut the doors, "What's that box?"

"The caretaker's box," the Professor shrugged, "Every caretaker has their own box."

"It says Police," the girl pointed out.

"Well then that means there's a policeman in there too."

"In case of emergencies and children," the Doctor came back over, pulling a packet of paper towels off a shelf and half-shoving it into the girl's arms, "Towels, there, go."

"What was that green glow?" the girl was persistent, they had to give her that, "There was a green glow coming from in there. What was it?"

"Of course there was," the Doctor rolled his eyes, "What's a policeman without a death ray?"

"Oh look," the Professor cut in, giving the Doctor a look for that, knowing it would make the girl more curious, as the school bell rang, "There's the bell. Off you go, you have class to get to."

"I'm going to tell the Headmaster," the girl threatened.

"Oh, yes, fine," the Doctor waved her on, "Well, cut along, you're running out of time."

"For what?" she frowned.

"Everything."

"Human beings do have incredibly short life spans," the Professor had to agree there.

"Frankly, you should all be in a permanent state of panic. Tick tock, tick tock."

The girl gave them both an odd look, "You're weird."

"Yes, I am, she's not," the Doctor nodded at the Professor, "I'm weird, she's brilliant. What about you?"

"I'm a disruptive influence," the girl smirked at that, proud.

"Good to meet you," the Doctor shook her hand.

"And you."

"Now you'd best get to class," the Professor cut in.

The girl rolled her eyes, "Ok, ok," and turned to go, giggling slightly when Clara entered, "Hello, miss. Love to the Squaddie."

"Sorry, what did you say?" Clara turned to watch the girl hurry off.

"See?" the Doctor nudged the Professor, "I think that girl likes you," he glanced at his wife, "Sends her love and all."

"If she meant me, I'm sure she would have said it TO me," the Professor pointed out.

"What was she doing in here?" Clara called, walking over to them but pointing over her shoulder at the door the girl had disappeared through.

"Paper towels," the Professor shrugged, looking at a small clock on the wall. She knew how to get to her office from there, but she could always feign getting lost if she was late back to it, she could spare a few more minutes.

"Now, I imagine you have many questions," the Doctor looked at Clara, "Fire away. I won't answer any of them."

"I might," the Professor offered Clara, "Depends on the question."

"What were they like?" Clara asked.

"What were who like?" both Time Lords asked, equally confused.

"The others before me," Clara shifted, "You mention them sometimes, but like…did they let you get away with this kind of thing?"

"One helped him break into a school," the Professor nodded at the Doctor, "Disguised herself as a dinner lady to do it."

"Another helped us infiltrate a school in 1913," the Doctor added.

"One…well, actually that was UNIT that got us into that school, but she DID help us infiltrate the Ood Sphere."

"Ooh, and Amy and you snuck into that school for the alien-fish-vampires…"

Clara shook her head, "And what happened to all those schools?"

"He blew the first up."

"Then the strawmen attacked and the boys were sent home."

"The students turned on their headmaster and left into a poisoned fog."

"And the headmistress ended up being an alien that jumped into a canal of carnivorous fish."

"So basically you're telling me if you show up to a school, it means it's in danger," Clara deadpanned.

"Yes," the Professor said at the same time the Doctor said, "No."

"Clara it's fine," the Professor tried to reassure her, "We're here."

"Yes," she pointed at them, "You wouldn't be here if there wasn't an alien threat nearby. And your strategy for dealing with it involves endangering this school, doesn't it?"

"You don't know that," the Doctor defended.

"I don't know anything because you haven't told me anything," Clara huffed, "Which means I wouldn't approve, which means you  _are_  endangering this school!" the Doctor just rolled his eyes and flicked the sonic on, creating a holographic green glowing globe in the middle of the room, "What's that?"

"It's a scanner," the Professor told him.

"Yes, I'm scanning," the Doctor added, "Why do we keep you around?"

"Because the alternative would be putting all this on the Professor's conscience and you'd have to find another granddaughter," she deadpanned, before sighing, "Scanning for what?"

"Any alien technology in this vicinity should show up," the Professor frowned, watching as the Doctor continued.

"I used to have a teacher exactly like you once," the Doctor murmured.

"Don't you still do?" Clara pointed at the Professor.

"Look," the Professor nodded at the scanner, watching as what looked like a machine with four robotic legs, almost like a spider's, appeared. It seemed to be a humanoid robot top-half attached to the base, but it wasn't human-like, but more insect like, like a cross between a Silurian and a robot head, and weapons affixed to its arms.

"What the hell is it?" Clara frowned.

"It's a Skovox Blitzer!" the Professor recognized, "Ooh I haven't seen one in ages! They're one of the deadliest killing machines ever created…"

"One of, not the most," the Doctor added to Clara though she knew it wasn't to reassure her but because he was defending that his wife, even heavily pregnant, was still likely the most deadly.

"It probably homed in here because of Artron Energy emissions," the Professor continued as though she hadn't heard that, though she felt an odd cross of pride that she 'still had it' but also that what she had wasn't a good thing to have, "You've had enough of them in this area over the years thanks to us. You see that," she started to point to different parts of the armor of the Blitzer, "There's enough explosive in its armor to take out the whole planet."

"Then leave it alone," Clara suggested.

"No," she shook her head, "That's not how they operate. Sooner or later it will creep from where it's hidden itself and someone that thinks they're military will try to attack it. And if we alert Torchwood or UNIT about it they WILL attack it and it will not be good. No," she looked at the Doctor, "WE have to take it out first. Come on," she turned and headed into the TARDIS.

The Doctor just grinned widely as he watched her go, turning off the image, he loved it when she was in her element, even if it was a more military one. He knew she didn't like that she knew so much about the army and weapons of other species, like the Blitzer, but he knew that her knowledge helped keep people safe and, like now, avoid major disaster. He was determined to get her to see it like that again. Remembering how she knew things like this, remembering the War and all she learned in it, upset her and caused her stress, but he wanted her to see it wasn't all bad. If it hadn't been for the War, neither of them would be like they were now, and who knew, maybe, they wouldn't have been together by now. If she didn't know all that she did, there would have been so many more devastations that hit the earth that they would have had trouble stopping.

Clara sighed but followed the Time Lords in, up to the console, "So, your insanely dangerous plan is…" she blinked as the Doctor just held up a digital wrist watch that the Professor tossed him, "A new watch. Tiny bit disappointed."

"It's a very special watch," the Professor defended.

"And not just because the Professor made it," the Doctor added slipping it on and pushing a button on the side…vanishing before Clara's very eyes.

"Doctor?" Clara blinked, trying to look around for him, seeing that the Professor was keep her gaze focused on HER and not giving away where to look, because she was sure that the woman could hear him breathing or thinking or something, "Oi! Ow!" her hand flew to her nose, "Did you just flick my nose?!"

"Clara, priorities," the Professor called.

Clara frowned, but then it hit her, "You're invisible!" she gasped, realizing that, he hadn't just teleported or something, he was really invisible, "Ha, ha! Oh, my God, that's incredible!"

"Correct," the Doctor spoke, Clara turning to follow his voice around the console, "I am invisible and I am incredible."

"It's simply a matter of reversing light waves," the Professor called to him, tilting her head back as though to talk to him slightly behind her and Clara could guess that he WAS behind her because she could see her jacket shifting and a slight wrinkle forming on the front of her shirt that had to mean he was beside her with his hand on her stomach.

"Hang on, I'm coming back," the wrinkle was gone and, a moment later, the Doctor reappeared, just as Clara thought, right beside the Professor.

"So the plan?" Clara got them back on track, not about to be distracted by this.

"We give the Blitzer a tiny trace of non-threatening alien tech," the Professor began, "And lead it back here. We don't want it to scan the decoy though, hence invisible."

"So you're…you're leading the thing here?" Clara tensed, "To a school? My…MY school?"

"My school?" the Doctor scoffed, "Oh, that is telling."

"Clara, do you really think we're THAT irresponsible?" the Professor frowned, holding up a hand, "Do you really think I'M that irresponsible?" she corrected when Clara opened her mouth, "It would be after hours, after every single person but us has left," she crossed her hearts for that, "This is the only suitably empty place in the area."

"We've set up a circle of time mines around the school," the Doctor added.

"Chronodyne generators."

"Bit unstable…"

"She didn't need to know that bit," the Professor sighed, tossing one of the devices to Clara to look at, the little blinking green lights flickering, "We switch them on and the Blitzer gets sucked into a time vortex, and dropped off billions of years into the future."

"It's dead easy," the Doctor agreed, "Tiny bit boring. I'll need a book and a sandwich."

"Mmm…I could go for another sandwich," the Professor rubbed her stomach. She'd just eaten two sandwiches on the way over, and some crisps, some brownies, a bag of carrots, and drank it down with a large bottle of tomato juice…and she was hungry again.

She frowned at that, her rubbing hand becoming more slow and thoughtful, making the Doctor look over at her with concern for how her thoughts had suddenly jumped to what she wanted to it to the fact that she wanted to eat again.

"Then let me help," Clara offered, making them look over at her, "You're not doing this alone," she tossed the Doctor the device back.

"I've got the Professor," the Doctor shook his head, "That's all I need. Really could do this single-handedly but we're a team so…"

"Yeah, and she can't exactly be running all over the place, she's about to pop!" Clara gestured at her, "How long has it been for you two, couple of months instead of weeks this time? Am I going to have a…a cousin tomorrow?"

The Doctor frowned, looking at the Professor as she looked down, focusing far too much on the monitor than was normal. It was like Clara's words had upset her, but he didn't know why…was it that she thought Clara was calling her fat? He shook his head, no but…he knew the Professor wouldn't say anything with Clara there.

"We don't need you this time," the Doctor reaffirmed, looking at Clara, firm about this, "We'll see you tomorrow. We'll go somewhere nice. Ancient Egypt. Crocodilopolis. They worship a big crocodile there, so the name is a useful coincidence. Go and canoodle with your boyfriend," Clara blinked at that, seemingly surprised that they'd worked out her boyfriend was AT the school with her, "Come on. We weren't born yesterday. Far from it."

"You  _did_  recognize him," Clara smiled, for a moment she'd thought that the Doctor had been genuinely uncaring about the connection, but she supposed the Professor had pointed it out. Orson Pink, Danny Pink, her future timeline? It should be obvious, but the Doctor was…rather focused on the Professor and the pregnancy, he didn't really seem to be that integrated and fixated on the humans any longer.

"Possibly reminded me of a certain dashing young time traveler," the Doctor shrugged.

The Professor managed to roll her eyes at that, knowing that he was very certain that it was Adrian that was Clara's boyfriend…she was leaning more towards Danny Pink. The squaddie remark, and then bringing up Orson had made her think of the man, how it had been connected to Clara's timeline. She…couldn't be certain though. Because Clara hadn't specified who her boyfriend ACTUALLY was.

For all she knew, Clara had gone on ONE date with Danny Pink, had been distracted by his phone call and that had taken them to Danny's timeline instead. For all she knew, after that first date, Clara decided to date that Leto bloke instead. For that time, when Clara had been in the process of dating Danny Pink, her timeline WOULD be tied to his. But if she broke things off then the future would change. Using Orson as a basis for predicting Clara's current boyfriend was as reliable as using the Doctor and her grave on Trenzalore to say they died on the planet, clearly they were both still alive.

The future could change, time could be rewritten, there were two men it could be, Danny or Leto, and Clara hadn't exactly said flat out yet.

"Oh, of course you recognized him," Clara laughed, "I…sorry. Stupid. I…I underestimated you."

"Better to be underestimated than over," the Professor remarked, not bothering to correct either of them. If Clara wasn't going to flat out tell them who she was dating and introduce them while they'd been there, she wasn't going to let her know that the Doctor thought it was Adrian.

Clara hadn't said, so it was understandable that the wrong assumptions could be made.

"And you…you like him?" Clara started to smile.

"Yes," the Doctor rolled his eyes, making the Professor look at him and start to frown, he didn't sound like he was being genuine but more like he just wanted Clara to get out, "I like him very, very much. Go home and canoodle. Doctor's orders. Come on."

"Just this once," Clara pointed at them, "I'm doing what I'm told."

"You always do what you're told," the Professor reminded her, it was something they both loved about Clara, it kept her safe when she did exactly as she was told.

Clara just shook her head and left, the Doctor turning to the Professor near instantly after the doors shut, "What's wrong?"

The Professor blinked, "What?"

"You were thinking about sandwiches…and then you were feeling afraid that you wanted to eat a sandwich," he stated, "Why? And when Clara mentioned you looked ready to pop…you got scared…Kata," he reached out and took her hand, "What is it?"

"It' s just…the school's nurse, she mentioned that I looked about 9 months gone…instead of 6."

"Yes…and?" he genuinely didn't seem to realize the significance of it.

"And that's not normal," she squeezed his hand, "What if…what if there's something wrong? What if I gained too much weight too quickly. She also said something about diabetes, but I'm more focused on the baby…what if I did something wrong? What if…what if there's a tumor or something else going wrong. I shouldn't be THIS big THIS soon…"

"Do you want me to run a scan for you? I can. We can go run it right now and…"

"No," she cut in, biting her lip, "I…I just need…I need a bit of time, to…if it's BAD, if it is that something's gone wrong, I…I need to prepare for that incase and…and I'm not ready to know right now. A day won't hurt, right? It won't?"

"No," he promised her, "You've been perfectly healthy and the baby's moving," he put his hand on her stomach, feeling a small shifting, "And if anything was wrong the TARDIS would force us to the med-bay, wouldn't you mum?" the TARDIS hummed loudly at that, "She would lock us in and shift the room to the medbay right now," he pressed a kiss to her hand, "Nothing is wrong with you or the baby Kata, I promise you that. And, when you're ready, we'll run that scan and prove it to you."

She took a breath, "Ok," she nodded, trying to focus on that, the TARDIS really would lock them inside if something was wrong and make her aware of it…but it hadn't, so…it had to be ok for now. And she did need just a bit more time to work up the nerve to do it, "After we stop the Blitzer," she decided, "I'll run the scan."

The Doctor nodded, tugging her closer to hug her a moment, and if she ended up late to her tutor's office, so be it, his wife needed reassurance right now and he would give it to her, whether there was spillages going on or windows being broken, she came first.

She always came first.

~8~

' _We have a problem!_ ' the Professor's voice called in the Doctor's head as he ran down the halls of the school that night, invisible, the Blitzer just behind him.

He'd managed to track it to an old building not far from the school and lured it out by turning invisible. The creature started to follow his footprints right to the school and he was trying to get it into small auditorium of the school where he and the Professor had set up the tech that would get the vortex to open and suck the Blitzer in. It was currently trundling after him as he hurried along, the plan actually going well for once, which was likely due to the fact that the Professor had thought of it. He was trying to let her do that, to make all the plans as they went, knowing it gave her a sense of being useful as she was having trouble actually running now and her movements were slower and more restrained. She didn't like not being useful, she didn't like not being able to help so he tried to give her as much control and use as he could. Making plans like this helped.

' _What is it?_ ' he responded, half sliding around the corner that led to the hall the auditorium was at the end of.

' _Someone's tampered with the time mines._ '

' _What?!_ '

' _I was in the TARDIS monitoring it and making sure the calculations were right when the alarms went off that the vortex triggers were unstable. I went to check and someone's moved the mines!_ '

' _Where are you now?_ ' he asked, praying she'd say still in the TARDIS.

' _In the auditorium._ '

' _Kata I'm just outside the door! The Blitzer is right behind me!_ '

' _We don't have time for this Theta!_ ' she told him, ' _I'm trying to reconfigure the parameters to at least suck it in to a different time, give us a day or two to get it all sorted and fixed for another go. But I need a hand!_ '

He threw open the doors, and ran in, sliding to her side, turning off the invisibility watch to help her, cursing silently when he saw what she meant. There was a series of chairs set up in the middle of the room, in a circle, with blinking lights on them, all red instead of green.

"No, no, no, no, no, no, no, no," he muttered, moving to her side as he saw why she needed a hand, she needed a sonic!

"Range 1.49 scan complete!" the Blitzer shouted as it crashed through the doors, "Problem. Problem!"

"Sonic them," the Professor hissed to the Doctor before hurrying around her, avoiding his arm as he tried to grab her and pull her back, "We're unarmed!" she shouted, holding up her hands, even though it was a lie and she had her blaster, being an unarmed civilian always gave pause to the other side, making them consider and weigh what their programming would have them do, "We are peaceful," she glanced back, seeing the Doctor racing around the chairs, sonicing each of the triggers, needing to get to all of them individually and lock them to each other, "We know that you shouldn't be on this planet and we can help you return to your people."

"Problem solution," the Blitzer lifted its weapon arm, "Destroy."

Before the Professor could even move to grab her blaster, the doors on the other side of the room opened and Danny Pink walked in, one of the time mines clutched in his hand as he pointed at the Doctor, "I want a word with you…"

"Get back!" the Professor shouted at him as the Blitzer turned to focus on Danny instead.

"Problem solution: destroy!" the Blitzer started to fire at the man, who luckily had enough sense to duck down onto the floor, dropping the time mine and sending it rolling towards the chairs.

"Doctor!" the Professor grabbed it and threw it to him.

He quickly soniced it and tossed it into the middle of the circle of chairs, turning them green, rushing to her side and grabbing her for stability, knowing that the vortex's pull would be powerful.

"No!" Danny shouted, grabbing a chair to try and attack the Blitzer, "Get away from me!"

"Chairs are NOT useful against a Blitzer!" the Professor yelled at him, the Doctor flicking the sonic on, activating the vortex before Danny could literally attack and be destroyed. The chair in the boy's hand was sucked out of it, flying right into the vortex as the Blitzer was lifted into the air, pulled towards it as well as Danny fell to his bum, starting to slide across the room towards it too, the Time Lords against the wall for bracement.

"Temporal disrupt," the Blitzer cried, "Warning! Warning! Temporal failure!"

"Danny!" they looked over to see Clara run into the room, hurrying to Danny's side and dropping to her knees to help keep him from being sucked in, "No, no, no, no! Doctor, stop! Professor!"

"Warning: system failure! Abort. Abort!"

The moment the Blitzer had fallen fully into the vortex, the Doctor called it off, flicking the sonic to cancel it. The Professor took a few deep breaths to settle herself before moving to the chairs, pushing one aside to pick up the time mine from the middle of it, "Brilliant work, Mr. Pink, very well done," she huffed, irritated. ALL of it had gone wrong because Danny had decided to pick something up he shouldn't have.

Hadn't the humans learned anything from the cubes?!

"Ooh what's this?" the Doctor mocked, feeling a similar irritation and taking the time mine from her, turning to Danny and holding it up like a scolding parent, "A chronodyne generator? I'll just deactivate that, shall I? I've got a maths certificate so that qualifies me to meddle with higher technology. Never mind that some people are actually  _trying_  to  _save the planet_. Oh, no. There's only room in my head for quadratic formulas and Pythagoras!"

"Danny, what are you doing here?" Clara looked at him. She knew what SHE had been doing there. She'd gone to tell Danny that they might be able to have a date, now that the Time Lords insisted they didn't need her, though she'd' secretly been hoping he'd cancel because she was NOT going to let them face this alone and had fully planned to join them. He had cancelled but when she'd gone to tell them that, the TARDIS had already been gone. So she'd decided to sneak back into the school after hours and do what she could to help…

Seemed she'd been a bit late.

Seemed she hadn't been the only one to sneak into the building either.

"I was checking up on him!" Danny panted, pointing at the Doctor, "He's been up to something, fiddling with the electric, and sticking those things everywhere and I know a bomb when I see one," he glared at the Doctor who just rolled his eyes.

"Mine doesn't always mean a BAD bomb!" the Professor huffed.

Danny just shook his head, "I wanted to find him but…what the…no. What? Did you  _see_  that thing?" he gestured at the vortex area, "Tell me you saw that thing!"

"I saw the thing, yeah," Clara nodded, looking up at the Time Lords, "Professor, are we safe? Is the planet safe? It's gone?"

"For the moment," the Professor frowned, "The time mines have to be precisely aligned to generate the vortex."

"But Maths boy here," the Doctor added, even more irritated with Danny than the Professor was…because of HIS actions, the Professor had been out of the safe TARDIS and left to face off with a Blitzer! He was furious! "He went and moved one!"

"But the chronodyne things worked," Clara argued, "It's gone!"

"Not gone far enough," the Professor shook her head as the Doctor started to scan around where the vortex had been with his sonic, the Professor standing before Clara, her arms crossed as Danny slowly stood up, gaping at a hole in a stack of chairs against the wall that the Blitzer had made, "I was only able to reconfigure the triggers for a few hours not a few billion years."

"The vortex will open here again, in about 74 hours," the Doctor muttered, putting the sonic back in his pocket.

"Then we have three days to think of something new," the Professor rubbed her head, shifting slightly, "Because now it knows what to expect. We've lost the element of surprise."

"And now it has scanned us," the Doctor added, "It  _will_  kill us on sight, thanks to Maths here!" he gestured at Danny.

Danny…who was staring at Clara with a cross between suspicions and disbelief, in hoping that what he was seeing wasn't what was actually happening, "Clara…why are you talking to them like that? Why are you using words like chronodyne? Was that thing a space thing? Oh…" he stumbled back from her, gaping at her, "Oh, my God, you're from space. You're a spacewoman. You said you were from Blackpool!"

"Um…it's a play!" Clara excused quickly, though it was all a rather abysmal fishing they could see, "For the summer fete!"

"It's a what?" the Doctor gave her a look.

"Yes, it's a play," she nodded, "It is a play. We are rehearsing a play. A um…a surprise play! And, er, you see, the vortex thing is…is a lighting effect. Very clever. And that thing is…is one of the kids. In fancy dress. Really, really good fancy dress."

"Clara…" the Professor frowned at her for that, hearing the laughable excuse she was trying to give, the blatant lie, it was like, even now, even with Danny seeing all that, she didn't want him to know about THEM. Like she was…ashamed or something.

"How stupid do you think I am?" Danny crossed his arms.

"I'm willing to put a number on it," the Doctor mumbled but the Professor nudged him, shaking her head at him not to say it.

"I'm not a moron, Clara," Danny continued, "They're not a caretaker or a tutor, are they? No, they're your parents, aren't they? Your dad and mum. Your space dad and mum."

"Oh, genius," the Doctor rolled his eyes, "That is…that is really, really brilliant reasoning. How can you think that we're her parents when we're her grandparents?"

Clara would have smiled at hearing the Doctor say that, to hear him reaffirm she was their granddaughter. All this time it had mostly been the Professor to say it. She would have smiled at that…had he not also accidently implied that they WERE her SPACE grandparents instead of just Time Lords and her a human.

"I don't think that helped," the Professor told the Doctor, rubbing her temples again, before dropping her hands.

"Right," the Doctor shook his head, "I'm going to hypnotize him. I'm going to erase his memory."

"Doctor, stop!" Clara hurried in between the Doctor and Danny as the Doctor took a step towards him.

"Tiny little brain, only take a moment."

"He's my boyfriend!" she blinked, seeing the Doctor actually looked shocked at that, "I thought you'd figured this out…" she began carefully.

"Well, to be fair, squaddie leaves him or that other one," the Professor countered, "And you never TOLD us Clara…"

The Doctor just frowned and pointed at Danny, "Him?"

"Yes, him," Clara sighed, crossing her arms.

"No, he's not."

"Yes, he is."

"Yes, I am," Danny nodded.

"But he's a Maths teacher," the Doctor shook his head, "You're English. You wouldn't go out with a Maths teacher. It's a mistake. You've made a boyfriend error."

"I haven't," Clara huffed.

"But he's a soldier! Why would you go out with a soldier?"

"Why would you marry one!?" she countered.

"Because I'M one too!" the Doctor defended, starting to get offended that Clara was not questioning HIS relationship with the Professor.

"Soldier or not, Maths or not, that's not what this is about," the Professor cut in, knowing why the Doctor was getting so irritated, why he was insisting that there was a mistake.

Well, there were many reasons, but right now…it was being confronted with the fact that this WAS the boyfriend. Not only had they not been properly introduced, but the fact that Danny had thought they were her parents meant that he had NO idea who they were. And on top of that…she knew a small part of the Doctor had been hoping that Clara didn't really have a boyfriend, she had said it before, Clara was too young, to them, she was too young to be in a relationship like that. Oh the Doctor might have 'humored' her, joked about her having a boyfriend, but a lot of his remarks about her looks or outfits where it seemed like he hadn't noticed she was going on a date were genuine. He really HADN'T thought she was, because he couldn't fathom it, he didn't want to realize that their little Clara was growing up like that. Even though he didn't say it often, he DID still see Clara as a granddaughter in a way and he was hoping that the boyfriend was made up, even when he'd thought Adrian was the boyfriend it was a more joking thought to him, like he could picture that but didn't really WANT to picture it.

And now he was being faced with the reality.

"Yes, it's about our granddaughter having a boyfriend," the Doctor looked at her a moment, before turning to Clara, "Why not get a dog or a big plant?!"

"Because I love him!" Clara snapped.

The Doctor and Professor were silent at that till the Doctor whispered, "Why would you say that? Is this part of the surprise play?"

He was really hoping it was, because he knew what came after love for humans…marriage. Not everyone was like the Ponds, when humans got married they left him. Even the Ponds had left him eventually, because they wanted to start their real and actual married lives together. Martha had refused to come back with them, because she was engaged. Even Jo Grant had left because she was getting married and so many others…marriage, to humans, meant leaving him.

Marriage between him and the Professor meant she'd always stay.

And Danny, given his reaction, he would NOT want to travel with them, he didn't even seem to like them much with how he was looking at them now. If Clara married him and Danny didn't want to come…Clara would stay with him and leave them.

"There is no surprise play," Clara sighed.

"Oh, it's a roller coaster with you tonight, isn't it?" the Doctor huffed, trying not to let on how affected he was by Clara's revelation, "What about the handsome one, the one with the bow tie?"

"Who? Adrian? No, no, no. He's just a friend and not my type."

"Especially not given what her grandfather looked like last," the Professor gave the Doctor an equally sorrowful, but meaningful look. Adrian couldn't be Clara's type, because she looked at him and saw her grandfather's last face. She could NOT date her grandfather.

"Clara, are you going to explain any of this?" Danny cut in, "Who are these people?!"

"They're the Doctor and Professor," Clara offered, "They're…"

"Oh go on," the Doctor crossed his arms, the Professor putting her hands on her stomach and shifting, for once in her life not having a clue what to do.

"Yes, explain," Danny mimicked the Doctor's stance, "Who are they? Why have you never mentioned them?"

"I…would like to know that too," the Professor admitted.

"Because they're aliens," Clara told Danny.

"Are you an alien?" the boy eyed her.

"No, no, no, I'm still from Blackpool. Me, the Professor, and the Doctor, we travel through time and space."

"Exhibit A," the Doctor turned and moved onto a small stage, pulling the curtains back to reveal the TARDIS sitting there.

"It's called a TARDIS," the Professor offered, seeing Clara lead Danny towards it and following them up.

"But it's disguised as an old police phone box," Clara added.

"It's bigger on the inside," the Doctor whispered loudly to Clara, who rolled her eyes.

"And it's bigger on the inside than the outside," she looked at the Doctor who opened the doors to let Danny look inside, "And we travel the universe in it…" she watched as Danny got closer, leaning in but not daring to actually GO inside, before he stepped back, looking at the box's size quickly, and ducking his head in again.

"And what about that thing?" he shook his head, stepping further back, " Did you bring that here?"

The Professor moved to the Doctor's side to lean on him as he put an arm around her, her feet were starting to hurt a bit, "Not technically," the Professor explained, "We're actually trying to protect you from that thing."

"You said it was coming back," he remarked.

"Yes, it is coming back."

"Thanks to you," the Doctor added bitterly.

"This is a school!" Danny shouted.

"An empty school," the Professor reminded him.

"We have to evacuate…"

"Again, EMPTY school."

"Call the Army…"

"If they attack that thing then it attacks back and you humans don't have the tech to defeat it," the Professor reached up to her temples again, rubbing them, her head was starting to hurt at all this repeating and being ignored.

"And that is the most dangerous thing," the Doctor nodded, reaching out to close the doors to the TARDIS, glancing at Clara, "Are you sure hypnotizing's not on the menu?"

"Yes," she gave him an unamused look.

"But we need to get help!" Danny insisted, "This is an emergency."

"And this is not your area of expertise soldier," the Professor gave him a look, "Leave it to us."

"Look, Clara, take him away," the Doctor turned to Clara, able to almost feel the Professor's headache in his head, "Shut him up, shut him down. Up or down, it doesn't matter to me. We've got a lot of work to do.  _Again_."

Clara frowned at that, seeing him reaching up to the Professor's neck and rubbing the base of her head, something she'd glimpsed him doing on their last adventure when she'd gotten a bad migraine, "Will you be ok?"

The Professor managed a smile for her, despite the fact they were both very disappointed in the girl at the moment, "Why wouldn't we be ok?"

"We were fine till you two blundered in," the Doctor muttered.

"Am I just being ignored?" Danny started to shout, but Clara just turned and took his arm, leading him down the stairs and away from the stage.

"Come on, Danny. It's alright, it's. Come on, it's all fine. You'll be ok. Let's er, get those legs moving. That's it, down those stairs. Yep, that's it. This can all be explained and everything will be fine."

"And when this is all over, you can finish the job," the Doctor called to her.

Clara paused and looked back at them, urging Danny to keep going, "How do you mean?"

"You've explained us to him," the Professor told her, "Now," she added, giving Clara a look that told her it should not have come to THIS to tell the man about them.

"But you haven't explained him to us," the Doctor nodded, before turning and leading the Professor into the TARDIS, not even bothering to wait for a reply from Clara.

~8~

Clara hadn't come back to see them the next morning, and whenever they saw Danny around the halls, the man just gave them a dark look before turning and walking in the opposite direction. So the Time Lords took it as whatever conversation had been had between the two hadn't gone well. They weren't sure if Clara was avoiding them because she was angry or she just didn't know how to talk to them about what had happened, how to explain Danny to them.

The Doctor sighed as he moved to nurse's office a bit before the class period was to end, he wanted to collect her lunch for her, surprise her with it. Neither of them had gotten any sleep last night, spent the whole time trying to work out a new plan for the Blitzer instead and he just wanted to relieve some of the stress and not need her to be walking all over the school when he could bring her lunch to her, they could eat in her little office today. They could have kept the lunch in the TARDIS, but given how pregnant she was, the other humans would think it odd that she had no lunch at all, might even think it was unhealthy so they made a show of keeping it with the nurse.

He stuck his head into the office, waiting till the woman, who was taking the temperature of a young girl, looked up…before he knocked on the doorframe.

The woman, Leia, the Professor had mentioned her name was, laughed at that, "Can I help you Mr. Smith?"

He stepped in, "Er, yes…I'm just here to collect my wife's lunch and vitamins?"

"Just a moment," she nodded, turning back to the girl, "You've got a bit of a fever sweetie," she told the girl, brushing her hair away from her ear and showing her the temperature, "It's only one degree higher than it should be for you, but still, why don't you go have a lie in the side room," she led the girl to the side where a small cot was set up, "And I'll contact your mum to come pick you up. If you need me, don't hesitate to shout ok?"

The girl nodded and moved to lie down, Leia closing the door and turning to the Doctor, "YOU'RE the Matron?" the Doctor eyed her.

"You sound like your wife," she remarked, "I know, I'm too young," she rolled her eyes, "But I'm older than I look," she gave him a warning point of her finger, walking across the room to the small refrigerator she'd placed Mrs. Smith's items in that morning when she'd brought them round.

"Do you actually enjoy this?" he had to ask, "Catering to the kiddies?"

"You mean making sure they're ok?" she scoffed, "Helping them feel better when they're ill or hurt? Yes, I do," she nodded, crouching down to unlock it.

"You're really young, aren't you?" he frowned, eyeing her, he knew that Clara was about 27…or so she claimed, he had yet to see if that were true…and this girl looked a bit younger than her, very much younger. He would have thought her a student, no, that was wrong, she wasn't quite THAT young…he wasn't really the best judge of age in this incarnation.

"I suppose," she shrugged, pulling the food and bottle out, "Why? Just cos I'm young doesn't mean I'm not qualified as a proper doctor."

"You're a doctor?!" his eyes widened at that, "What are you doing here then?"

"I like helping people," she explained though she didn't have to justify herself to him, "And Coal Hill's always been a part of the family legacy, thought I might try it out. I might qualify as a doctor, but I like being a nurse, a matron, more. More areas to branch into."

He took the food from her slowly, "You said you're a qualified doctor…"

"Yes…and?"

"And you're young."

"Still not seeing the point," she gave him a small frown of confusion.

"You had to have known you wanted to be a nurse for a very long time to be one so quickly," he remarked, "What, skip a few grades too?"

"In a way," she nodded, "The medical profession's always sort of been around my family too. Centuries of doctoring in it, wanted to follow in the footsteps so to speak."

He nodded slowly at that, "Well…good for you. Keep…doing what you're doing?" he offered, not quite sure what to say.

The woman gave an amused chuckle, "I'll be sure to do it. Keep caretaking," she shot back at him.

"Right, yes," he nodded, "I should…" he pointed at the door before he turned to leave.

Leia shook her head and put her hands on her hips, only to stiffen and sigh when she heard the sound of someone being sick in the side room. She sighed and turned to go see to the little girl, and then she really did have to call her mum…

~8~

"Want some?"

The Professor looked up from where she was leaning against a small ledge of the school, watching the 'Coal Hill Cadets' stretching, seeming to be warming up for some sort of exercise or drill during free period. Those boys, and even a few girls, must have been very dedicated to agree to this in their free period, but they seemed to be enjoying it at the moment.

She turned to see Leto Stewart had joined her, was actually sitting on the small ledge beside her with…a rather large brown bag beside him and was offering her what looked like bits of meat and vegetables stuck on a skewer.

"I've got loads," he added quickly, "And you look a bit peckish."

"I'm pregnant not peckish," she countered.

"Even more reason to share," he smiled, holding the skewer up more till she took it, "Leto Stewart," he offered, "Er, I'd offer to shake your hand but…" he held them up for her to see they had a bit of food on them.

"It's fine," she smiled, "Thank you for this," she bit one end off, "Is that chicken?"

"And lamb, beef, and turkey," he nodded, "I like to eat," he laughed.

"Eating  _is_  good."

"Have to keep up my strength to deal with that lot," he nodded at the kids, "They keep me on my toes."

"And you're the PE teacher?" she inquired, recalling the Doctor mentioning something about it.

"Yep," he nodded, "Also the resident Drill Sergeant," he added, "The kids think they're being funny calling me Sarge, I don't mind it though. Sergeant Stewart, has a nice ring to it," he mused, "And besides, I take it as a sign of respect."

"Good on you," she encouraged.

"I hope you don't mind…" he began again after a few minutes of silence and eating, "But you look a bit tired…"

The Professor lifted a clean hand to touch under her eyes, knowing that there were likely subtle bags there, visible being right next to her like Leto was, but still there, "I…have some trouble falling asleep," she put her hand on her stomach, patting it slightly.

"My mum was the same," he nodded absently, "Never let anyone forget it. Oh you should hear her, 'Leto you don't get to go scaring me like that with your shenanigans,'" he did a rather abysmal imitation of his mother, it seemed, making his voice all squeaky and high, "'I lost enough sleep when I was carrying you!'" he rolled his eyes, "Still, it got better for her," he shrugged, "Apparently my dad makes an excellent pillow. Just cuddled right up to him on her side and she was out like a light and wouldn't wake for anything."

"Maybe I should try that," the Professor laughed. She'd tried to actually stay away from the Doctor as she slept, not wanting her tossing and turning and shifting to wake him, but…a pillow did sound nice. And he was a bit cooler than she was, less heat and those little ice cube hands of his might help her feel more comfortable when she slept.

"I hope…your husband?" he gave her a look, not wanting to offend, but she nodded, "Is more patient than my dad was, he could hardly stand still for more than a minute, talk about lying there for hours because he had a pregnant woman half sleeping on him," he smiled.

"Was your dad very irritated?" she frowned, the Doctor could be like that at times.

"Nah, 'cording to him, he LOVED it," he waggled his eyebrows, taking the skewer from her when she finished, "Always said he loved most when he had mum in his arms. He could only be still if it meant she was going to be comfortable or happy if he did it."

The Professor started to nod slowly at that, when Leto brushed his hands off, and hopped off the wall, "Excuse me," he smiled at her, "But I need to start the demonstration soon or the kids'll just spend the entire time talking instead of being productive."

"But it IS their free period, shouldn't they be allowed to talk?"

"Nah," he grabbed a napkin from his bag and wiped his hands and face, "Give 'em a good a good head of steam and they'll wear themselves out, makes them calmer and more focused in lessons later."

The man gave her a small salute, tossing the rest of his empty bag into the rubbish bin and walking over to the 'cadets,' calling them to order.

"There you are," the Doctor's voice said beside her and she looked over to see him heading for her with her own brown bag of lunch, "I thought you'd be in your office?"

"It got stuffy," she shrugged, "And I was too warm, thought some fresh air would be good."

"Well then," he held out an arm to her, "Care to join me for lunch, wife?"

"I'd love to, husband," she smiled, taking his arm and walking with him back into the school.

Leto watched them go a moment before he turned back to the demonstration, self defense today. Just some tricks that they could use if they were ever attacked though he made it VERY clear that if he ever heard of any of them using the tactics against their schoolmates or for bullying he would ensure they were expelled for it. He reached out with one of the boys, demonstrating how to block a punch and incapacitate your opponent too.

"Now," he began, "If you are ever alone and someone is trying to harm you. If they are about to attack you, here is what you can do. And this is ONLY to be used if you are truly in danger and about to be physically harmed," he gave them a firm look, before smiling and continuing, "If they go to punch you, like this," he slowly extended one of the boys arms like they were trying to punch him (well, his stomach as he was a good bit taller than them), "What you do is you take your left arm and block it, grabbing their wrist," he grabbed the boys wrist, "Push the hand away and, with your other hand," he held up his right, "You jab it here…" he made a jabbing motion at the boy's extended arm, still caught in his grip, "And that, students, is how you break a human arm…"

~8~

The two Time Lords were in the TARDIS later that day, only a short while before Parents' Evening was set to begin, the Doctor was sitting on the steps that led up to the armchair, working on something that was attached to a backpack, the Professor behind him on the chair, wires strung out across her lap with a small microphone and keyboard resting on the arms of it, the two of them glancing over at the doors as Clara entered. The Professor frowned as she saw Clara hold the door open for a moment longer than normal, eyeing Clara closely before she heard it…a second set of steps though she couldn't see someone, she could hear it as well, just over the hum of the TARDIS, another person breathing than was in the room.

' _Danny's here,_ ' she warned the Doctor quietly in his mind.

The Doctor nodded at it, making it look like he was just greeting Clara, adding, "Afternoon," for effect, "Thanks for keeping out of my way. You haven't brought Dave with you, I hope."

"His name's Danny," Clara sighed, slowly heading up to them, "And no, I haven't. I've er…I explained it all to him. He gets it. He took it really well."

"Pass me that synestic, husband," the Professor held her hand out to the Doctor, who handed it to her from a small box beside him.

"So…" Clara trailed off, "When the Blitzer comes back, are you going to catch him with that?" she nodded at the pack and wires that they were working on.

"It'll be a long job," the Professor remarked, "Even with the two of us working on it it'll take about 24 hours to get it working."

"Even longer if people keep talking to us," the Doctor added, "So do keep going."

It wasn't that it would really take that long, but it would take a very long while. They were both very distracted as they worked. She was distracted by the scan that she knew she had to run, the scan that could ease her mind but…a scan she was afraid to run as well. Because what if it came back that something was wrong with the baby? It was odd because she could usually tell every part of her body, control it, but the baby was like this shielded part of her that she couldn't really sense like that. And that meant she wouldn't know something was wrong with it, she couldn't actually touch it, and she was just terrified to run that scan and see something bad that she was putting it off, even knowing that, if it came back normal, it could help her focus.

The Doctor was distracted for much the same, but also by his thoughts about Danny Pink and Clara. He knew Clara had been seeing someone, but he'd hoped that they could be properly introduced and even he could tell that the way they met, how it went down, wasn't the best first impression to make. He wanted to see what Danny was like when he didn't think there was some strange alien hanging around. He'd fully planned to actually play the role of Clara's grandfather, or at least her older uncle, or something and get to know Danny. Humans always changed how they acted once they found out that he was an alien. He wanted a genuine feel of Danny, of his quality and character, and the way they met would color that. It was irritating.

"If it comes back Thursday night…" Clara continued, "Are you sure about that? Cos you said the chronodyne is unstable."

"If you want bother someone, go and bother the squaddie," the Doctor rolled his eyes.

"Oi," the Professor leaned over to tap his shoulder, "I'M a squaddie," she whispered in his ear, reminding him of that.

He turned, looking at her face, her chin rested on his shoulder, "But you're a lovely, brilliant one," he gave her a quick peck for it before she pulled back.

"He's a maths teacher now," Clara cut in, crossing her arms.

"That's a shame, I like maths," the Doctor remarked, smiling a bit in memory, "Recreational Mathmatics…that takes me back."

"He's not a soldier," Clara insisted.

"He is Clara," the Professor shook her head, "Once a soldier, always a soldier. What happens on a battlefield never leaves you and you can never go back to how you were before."

Clara shifted at that, knowing that the Professor was speaking from experience, having seen that herself.

"Interesting," the Doctor murmured, examining a wire.

"What is?" Clara looked at him, hoping for a shift in the conversation.

"I'm bored," the Doctor stood up, "Let's go somewhere fun. What do you say?" he pointed at the Professor though as she turned the chair to face him, "Do you want to see the Thames frozen over?"

"The frost fairs were something," the Professor nodded as she got up with a bit of effort and made her way down the stairs to help him at the console.

"But you can't!" Clara said quickly, following them around the controls and flipping whatever they touched back to the opposite position, "The Skovox thing…"

"It's a  _time_ machine," the Doctor reminded her, "We can get back straightaway, like we always do on your dates. Just make sure you don't get yourself a tan or anything, or lose a limb…"

"I don't think we should," Clara shook her head, "Not this time."

The Doctor and Professor frowned at that, "You've never said no before," the Professor pointed out, more than just a remark in her voice but a warning.

They knew what she was doing, of course they did, but it didn't mean they liked it. She was standing there, essentially lying to them, sneaking someone into THEIR home they didn't invite in, trying to get them to talk about things that were private. Worse yet, she wasn't even doing a good job of it. It was a warning that she was acting abnormally, it was a hint to her that they knew what she was up to.

"Not even in the middle of dinner," the Doctor added when Clara didn't seem to grasp it, "Remember when you had to eat two meals in a row?"

"I just think, with the school in danger," Clara tried to stutter out an excuse…only for Danny to shimmer into existence just to the side of the Time Lords, the invisibility watch on his wrist, "Danny!" she shouted, her eyes wide, "Why are you…"

"They already know I'm here," Danny told her, "That's why they're talking like that. He's being clever," he shot the Doctor a look.

"I could hear his footsteps and his breathing the second you held that door open too long, Clara," the Professor sighed.

"Though, now you mention it," the Doctor remarked, "Being Time Lords, we can also feel a light shield aura when it's right next to us."

"Oh ho, ho," Danny let out a bitter, mocking laugh, "Time Lords? Might have known."

"Might have known what?" the Professor shook her head at him.

"Well, the accent's good," Danny commented, moving around to beside Clara, gesturing at the Doctor, "But you can always spot the aristocracy. It's in the…the attitude," he eyed them both, all prior goodwill towards the Professor now seemingly gone.

"Danny…" Clara began warningly.

"Now, Time Lords, do you salute those?" Danny continued.

"Definitely not," the Doctor's expression hardened as he felt the Professor shifting beside him, tensing him, both of them realizing the path this conversation was heading in, and he knew the Professor was NOT going to like it, and that made him not like it either.

All that effort to put the past behind her, to try and not be as much of a soldier as she was, because she was right, it NEVER left you, and here was this…this…pudding-brained ape about to dredge it all back up again. And, given the reaction she had when she thought about the war, about what she'd been like, he knew that this was not going to be easy on her. Being pregnant he didn't want to risk that much upset, so he took a step forward, making himself the focus of Danny's rant.

"Ah. Sir!" Danny hopped to attention and saluted him.

"And you do not call me sir," the Doctor added, moving more in front of the Professor, something Clara was noticing.

"As you wish, sir!"

"Stop it!"

"Oh absolutely, sir!"

"Oi!" the Professor moved beside him, not wanting to deal with this, not here, not in the TARDIS, "You!" she pointed at Danny, "Get out! Get out of our TARDIS right now!"

The TARDIS was the safe place, her safe haven, it was the place she went to get away. It was meant to be an escape for both of them, a way to get away and see wonders. The doorway, the open air to the stars, the comfort it gave her. The hum of the rotor, knowing the box considered them her children…it was all what went into making this a place where the war couldn't touch them. Even when she'd been a soldier in her 10th self, it had been the TARDIS that had helped bring her back from it, she found her way back to herself in this box…

And Danny was tainting it, he was bringing the War back into it.

And she could feel her hearts racing and her body shaking at that thought, at the War being able to find its way in there.

"Immediately, ma'am!" Danny saluted her as well.

"Stop saluting!" the Professor shouted, her hand moving to her stomach, feeling it tensing and twisting, the stress…she had to calm down. She shouldn't be getting this upset, she'd endured worse, she had to calm down and stop letting this get to her. But all she kept seeing with each salute was flashes of the war playing out in her head, other soldiers saluting, HER saluting, people saluting her, her saluting the High Council before she went on her mission to Binai…

"Doctor, Professor," Clara shook her head, "This is stupid, this is unfair…"

"Clara," the Professor cut in, breathing heavily, trying not to shout at her in her upset, "If you are telling us that WE are being stupid and unfair when it is YOUR boyfriend SHOUTING at US like we're soldiers again…then you get out as well."

Clara blinked at that, actually stepping back in shock of it, before swallowing hard, realizing that was probably the WORST thing she could have said. She didn't mean specifically them, that they were the ones being unfair, she meant in general, she'd just…they were kicking Danny out and she'd wanted to try and calm them all down and…and she probably should have dragged Danny out herself when he started to condescend the Time Lords in their own home.

"One thing, Clara," Danny scoffed, "I'm a soldier, guilty as charged. You see them? You see those two?" he glared at the two Time Lords, "They're officers."

"We are NOT officers anymore!" the Professor snapped.

"I'm the one who carries you out of the fire," Danny smirked darkly, as though his words were proving a point, "They're the ones who light it."

He didn't even stop to consider that he had no idea what he was talking about, didn't pause to consider how his words would affect them.

The Doctor reached out and took the Professor's hand, turning her away from Danny, seeing the tears in her eyes, seeing how pale she'd gotten, able to see in her mind, see every single thing she'd ever had to 'light on fire.' He saw her, thinking about every bomb she dropped, every one she built, every weapon she fired, every trap she laid, every fire she created…every devastation that she caused during the war.

"Out," he nearly snarled at Danny, moving the Professor behind him, "Now!"

"Right away, sir!" Danny shouted, like a soldier, "Straight now?"

"Yes," he hissed.

"Am I dismissed?"

"Yes, you are!"

Danny shook his head and looked at Clara, "That's him. Look at him, right now. That's who he is."

"You have NO idea who we are, Danny Pink," the Professor spoke and Danny actually paused in his going to look at her, the briefest flash of shock and regret and sorrow mixing on his face at the tears in her voice, at the cracking in her words as she spoke, before he covered it up with the mask of a soldier, "A soldier may always recognize another soldier…but you CANNOT recognize the level of it, of their suffering."

Danny just turned and left.

"Professor…" Clara turned to her, wanting to apologize, wanting to reach out and comfort her, knowing just how badly Danny's words had to have affected her.

But the Professor just shook her head and turned around, walking away.

"Get out, Clara," the Doctor told her, "And the next time you fail to keep your little boyfriend from attacking MY wife, after all that we have done for you," he added when she reached the doors, "Don't bother to come back."

Clara flinched at that, realizing that she really had, she'd failed so abysmally at defending her grandparents, at stopping Danny from hurting them. She'd known Danny a few months, yeah, she'd known the Time Lords technically her whole life, they were her family, they had become her family and she'd defended Danny the night before more than she had defended them just now. She shook her head, her heart heavy with that realization, before she ran out after Danny, intent to fix that, determined to make him understand.

The Doctor let out a deep breath and moved over to the Professor who was gripping the railings to the side and facing the back of the room, "Do you want to go?" he asked her, brushing her hair away from her neck so he could massage behind it, knowing she had to have a migraine by now from that, "We can. We can leave right now."

The Professor swallowed hard, "We can't," she shook her head, her voice still thick.

"We CAN."

"We can't just leave the humans to the Blitzer."

"I don't care," he reached out to take her hands, turning her to face him, "There are only two things I care about right now," he gave her a pointed look, his gaze flickering to her stomach, letting her know exactly what that was.

The TARDIS was even silent at that, agreeing with him fully that the Professor and his child SHOULD be the main priority now, even if they all knew he cared about the old box too.

"Let the pudding-brains deal with this mess," he rubbed her hands, "Let ME make you some pudding instead."

The Professor tried to smile at that, "I'm not in the mood for pudding right now," she sighed, "Not even very hungry really…"

"Do  _not_  let what he said get to you Kata," he touched her cheek gently, "He doesn't know you, he doesn't know anything about you…"

"Or about you," she reminded.

"He has no right to judge us on something  _he_  doesn't understand."

The Professor closed her head and leaned in, resting her forehead to his, "YOU know me."

"I do," he nodded against her head, "And I loved you, Bonded to you, married you, and fathered a child with you, even knowing all that."

She did smile at that, "Same," she murmured, "Though I mothered a child."

He chuckled at that, pulling away a bit to look at her, "Are you ok?"

She nodded slightly, "Danny didn't exactly endear himself to me in all that but...I will be ok. Are you?"

"Danny only upset me because he upset YOU."

"No," she shook her head, "I mean…are you ok with what Clara did?"

It was why the Doctor had said all that he had to her, it wasn't to irritate Danny with how much Clara kept from him, bringing up the two meals and the getting her back in time for dates. That hadn't been why he'd said that out loud. It was to try and get Clara to see how much she had hurt HIM in not telling Danny about them. It felt like she was ashamed of them, like she didn't want people to know about them, about her grandparents. It hurt to see Danny stare at them like that was the first time he'd heard of them. They were by no means so arrogant as to think Clara only spoke of her travels with them, but they had hoped even a mention to her boyfriend if she was that serious about him as she claimed she was.

It hurt, it made it feel like she was trying to keep them a dirty little secret. Maybe it was just that Amy had told Rory, or that Rose had told Mickey, or that Donna had told Wilf, or what have you…it was just that it wasn't like it HAD to be a secret. Clara could have told Danny about them…but she didn't. So the Doctor had said all he could to remind her of all the times she'd had opportunity to tell Danny, all those times she ended up with a mysterious change of clothes or a tan she hadn't had before or seaweed in her hair…and she'd lied.

She'd hidden them, like they weren't worth being spoken of.

They were sure she hadn't meant for it to feel like that, but it did. And then to have Danny shouting at them like THEY were the ones that were causing all this to happen, like THEY were the reason Clara had never told him.

"Martha didn't tell her family either," the Doctor reminded her, "I'll be fine."

"The earth won't be if we don't get that pack finished," the Professor sighed.

He took a deep breath and nodded, stepping back, "Let's go save the pudding-brains," he turned to head to the door, knowing there were some more human tools out in the storeroom they could use, "Last thing we need is Captain Jack getting involved because we took off. School might end up exploded."

"I think that was YOU," the Professor laughed, nudging him, "You were the one that blew up a school," she squeezed his hand, "Thank you, for saving me from it too, husband."

"I will always be there to save you, wife," he promised her quietly, giving her a kiss before they stepped out of the box…only to see the little black girl was back in the storeroom and eyeing the TARDIS, Clara and Danny nowhere in sight.

"What's in the box?" the girl asked, "It's not really a policeman, is it?"

"You want to know what's in that box?" the Doctor sighed, feeling irritation rise in him, they really DIDN'T have the time to spare and people kept asking questions, "I'll tell you what's in that box. It's a time machine."

"It also travels in space," the Professor added with a laugh, seeing him just blurting the entire secret of the TARDIS, but knowing it was also a bit of proof…it didn't HAVE to stay a secret, if THEY could tell some little girl about it, then Clara could have told Danny just as easily.

"And it usually contains a man who just wants to get on with his life with his wife, the two of them trying to prevent the end of the world, but they keep being interrupted by boring little humans."

"Cool," the girl smiled, "So, that's really a spaceship?" she leaned forward, reaching for the door to try and peek inside, but the Doctor tugged her back by the collar of her uniform.

"I'm serious!"

The Professor patted his arm, "Calm down," she murmured to him, "We really are trying to save this planet though," she told the girl.

"End of the world for me tonight," the girl sighed, "Whatever you do. Parents' evening."

The Doctor eyed her a moment, remembering well what THAT felt like, to get caught by your parents doing poorly or being a disruption, and speaking of disruptions, "Is your name really Disruptive Influence?"

"Courtney Woods," the Professor informed him, "Was sent to me for help with, er, Maths," she added, knowing that it was likely to be a touchy subject given who taught the subject.

"Can I go in space?" Courtney looked at them, eager.

The Doctor sighed, seeming at the end of his rope of patience, "We'll let you know. We may have a vacancy. But not right now," he turned and hustled Courtney out to the main doors, "Two days," he turned to the Professor, "We can do it."

The Professor shook her head, moving over to a small toolbox on the workbench and picked it up, turning only for the Doctor to take it from her and carry it for her. She rolled her eyes good-naturedly and held the door open to the TARDIS for him instead, "Two days and you'll go madder than two boxes of frogs," she remarked.

They'd just gotten up to the console when one of their scanners beeped, making them look over, their eyes widening as they saw what it was for, the vortex, the one that had taken the Blitzer…it was opening again, and SOON.

"No, no, no," the Doctor shook his head, "No! No, no, no, no, no!"

They ran over to the pack, quickly trying to assemble it as the beep continued to sound, needing to get it together before they could even do anything and hoping they'd have enough time before the Blitzer returned.

~8~

The Time Lords hurried to the gymnasium of the school where Parents' Day was taking place, the teachers sitting down with the parents to go over the progress of their children. The Doctor set the pack on a small bin near the doors, the Professor working on it quickly as he hurriedly knocked on the doors, trying to get Clara's attention. Sadly he only managed to get Danny's, though the man seemed to cough loudly to attract Clara's and gesture her to the door. He quickly motioned for her to come into the hall and turned back to the Professor, hefting the pack on and taking her hand as they moved outside, not wanting to risk their words echoing down the hall or being overheard by the other parents. Given that he'd spotted Danny coming too, he was sure that the man would start shouting again and he didn't want that, not just because it was noisy but because it would undoubtedly upset the Professor.

"What's happening?" Clara gasped as she hurried out the doors to join them, the Professor standing behind the Doctor still working on the pack, every second counting.

"The vortex is opening, Clara," the Professor told her quickly.

"You said Thursday night," Danny rounded on the Doctor before shaking his head, "Right, hall, quick…"

"Oi, shut up," the Doctor pointed at him, pulling the sonic out of his pocket and handing it to Clara, "Clara, it'll scan the area. If it gets to parents' evening, it'll kill them all."

"We've got to evacuate!" Danny cried.

"Shut up!"

"Quickly," Clara shook her head, stepping past the two to the Professor, "What do I do, Gran?" she asked, going to her for instruction, knowing she'd likely have the battle plan or be able to tell it to her shortly and to the point.

"Get to the hall," the Professor glanced over, nodding at the sonic in Clara's hand, "Give it some flicks of helicon energy, setting 41. No more than three seconds each, random pulses. Distract it and lead it away from the hall, give us…um…two minutes," she decided, hoping she'd been able to guess right.

"Right," Clara nodded, "Then what?"

"You run straight into the TARDIS," the Professor gave her a meaningful look, telling her not to argue or dare disobey.

And it was then that Clara realized this was very serious.

"But your gadget isn't ready yet," Danny cut in, "Twenty four hours, you said…"

"Yes, well, we've clearly revised that down to two minutes," the Doctor snapped.

"Clara, go," the Professor managed to let go of one wire and turn Clara, urging her off.

"On my way," Clara nodded.

"You're using her like a decoy?" Danny nearly spat at them, horrified, trying to reach out to Clara but the girl had already run off, doing exactly as she was told.

"No, not like a decoy," the Doctor shook his head, " _As_  a decoy. Don't they teach you anything at stupid school?"

"Well, is there anything I can do?" Danny frowned.

"Yes. Yes, and this is very, very important…leave us alone!"

"Oi!" Danny reached out to grab the Doctor as he turned to try and head back to where the TARDIS was, "You can't just let Clara run out there! You can't just…just user her like a decoy! She called you her grandparents yeah? Don't you care about her at all?!"

The Doctor nearly stumbled as he felt himself shoved to the side, but wisely kept his mouth closed about it as he saw the Professor storm up to Danny, getting right in his face, a very, VERY angry look (one he was quite thankful HE had never had to face down) on her face.

"Don't you DARE presume to know how we feel about Clara," the Professor pointed at him, poking him in the chest hard, "If I could, if I could run as fast as I need to, I would  _be_  in Clara's place right now, NOT her," she put a hand on her stomach, "But if I go, I die and Clara would kill me for putting myself in danger like that, and I don't even want to know what that would do to my husband to lose me and our baby like that. I WANT to be in her place, it is MY job to be the decoy, because I can handle myself, the same way YOU can," she added as a hiss, reminding him of her earlier words that she was a soldier like him, "But I can't right now. I can't, and so I have to do whatever I can to keep her, the parents, and every other person in this school safe, and that means staying with the Doctor and getting that bloody pack sorted! So either you go away and let me focus, or insult me and my care for Clara one more time and see what happens when you anger a pregnant, alien soldier!"

Danny just swallowed at that, seeing a genuine rage and hurt in her eyes for his words. And so he just turned and walked away.

The Professor let out a breath, feeling herself panting at the shouting, the Doctor putting a hand on her back to try and calm her down, feeling the anger rolling off her.

"I shouldn't have done that," she murmured.

"I think he needed a good kick in the pants," the Doctor remarked, "And you were very…"

"No," she cut him off, knowing a compliment was coming, "I mean…it wasted time, we have less than 2 minutes now."

He nodded, "Right," he took her hand, "Back to the TARDIS!"

They turned and hurried off, hoping that Clara might be able to be her brilliant old self and give them an extra minute of distraction to work with, but rushing anyway incase she couldn't.

~8~

The Professor glanced up from where she was tweaking the controls of the Doctor's pack when Clara ran in, "It's right behind me!" she warned only moments before the door to the storeroom was blasted off its hinges, the Blitzer scampering in.

"Destroy!" it cried, focusing on them, "Destroy!"

"Now!" Clara shouted, "It's got to be now!"

"Twenty seconds," the Professor moved to the Doctor's side, pulling her blaster from her coat and aiming it, firing at the Blitzer's eye, sending it scuttling back as she struck it, taking out its visual and causing it to glitch for a few more moments, trying to recalibrate its vision.

"Destroy," he twisted its head to them, "Destroy."

"Down!" the Professor shouted, pulling Clara and the Doctor down with her into a small stoop, dodging a laser that went past their head.

"Am I green?" the Doctor called to Clara as the Professor stood again, aiming, "Am I green?!"

"You're green!" Clara nodded.

The Doctor leapt up, pressing a small microphone to her lips and speaking to the Blitzer, his voice echoing in a slightly mechanical way reminiscent of the Blitzer itself, "Stop Skovox Blitzer!" he ordered.

The Blitzer paused a moment, before sagging slightly, its eyes turning blue from red, "Awaiting orders."

The Doctor let out a breath at that, "Superior Skovox Officer," he stated, "Analyze stop. Analyze stop."

A small blue light flashed out of the Blitzer a moment, "Superior recognized," that had the Professor letting out a breath of relief as well, she'd managed to get the resonance of the superior to match with the Blitzer, allowing it to pick up the frequency perfectly, "Pattern 1-1-0. Orders. Orders."

"Why's it listening to you?" Clara whispered.

"Listening to its superior," the Professor told her behind the Doctor's back, her blaster still in hand.

"It's a rough copy," the Doctor murmured.

"Right now it thinks the Doctor is its general."

He nodded, lifting the microphone again, "Initiate input. Commence shutdown protocol. No conflict. Conclusion?"

"Problem…" the Blitzer analyzed, "Solution."

"Conclusion?" the Doctor repeated.

"Final input code missing," the Blitzer stated, its eyes turning red once more, "Emergency terminate. Initiate self-destruct in 9, 8…"

"The input code?" the Doctor turned to the Professor.

"Oh my god," she breathed, feeling her hearts sink, "I forgot the final input code," she turned him, grabbing a small keypad on his pack and started to put it in, muttering curses in Gallifreyan, that the Doctor was sure he was going to have to whisper to the baby not to ever repeat later, under her breath, about how stupid she was, about how pregnancy was slowing everything down, about how her brain was so scattered that if they died she'd never forgive herself and…

"7, 6, 5…" the Blitzer continued to count down.

"Do it now!" Clara cried.

"I need time!" the Professor shouted, typing as fast as she could but it was a long code, "Distract it!"

"How?!"

"3, 2, 1…" the Blitzer finished.

But just as it finished speaking, just before it could actually activate the self destruct, Danny's voice called out from behind it, "Oi, Skovox, over here!"

They looked over, the Doctor and Clara, the Professor focused on the code, to see Danny shimmer into existence, having used the invisibility watch to follow them. He ran at the Blitzer just as it turned to face him, ignoring it as it fired at him, before jumping right over it, somersaulting mid air and landing on the other side of it, ducking into a rolling landing and springing up just beside Clara.

"Under attack!" the Blitzer began to turn to them again.

"Now!" the Professor shouted, activating the code.

"Officer!" the Doctor cried, "Officer. Stop!" he ordered, "Confirm stop, override final input code!"

They held their breath for a moment, watching, waiting…till the Blitzer's eyes turned blue again, "Code accepted," it reported, "Abort self-destruct. Orders accepted. Stop…stop…stop…"its voice slowly slurred as it powered down, its head lulling to the side as its eyes went dark, its body slumping.

Clara turned and hugged Danny tightly, "Oh, my God! Oh, my God, you were amazing! Oh, my God, you were so brilliant!"

"Well, yeah," Danny smiled, hugging her back, a bit bashful, modest, "I was ok, wasn't I?"

Clara pulled away and looked at him, "I've never seen anyone but Gran do that."

Danny blinked at that and looked at the Professor, who was being tightly hugged by the Doctor, the man seeming to be whispering reassurances to her as he stroked her hair, something about it not being her fault, something about forgetting the input code. He shook his head, they weren't his problem, and turned to Clara, "I was behind you every step of the way," he told her, "Had to make sure you were safe."

Clara smiled at that, that was very much like the Doctor and Professor, and looked at them, "You ok?" she asked them.

"Hmm?" the Doctor glanced at them, his arms tightening around the Professor, "Yeah. We're fine."

"You…sure?" Danny asked, able to see the Professor's shoulders shaking slightly as she tried not to let on that she was crying.

"Yes," the Doctor said a bit more harshly, knowing how the Professor felt about people seeing her when she was week.

Clara looked between the two of them, "Well. It's um…it's good that…"

"It's alright," Danny sighed, looking at Clara, "It doesn't matter. I don't need either of them to like me," he added, though he got the feeling that the Professor might like him slightly, "It doesn't matter if they like me or hate me, I just need to do exactly one thing for them," he glanced over, seeing the Professor pulling away, though she was quick to wipe under her eyes and Clara was good enough not to mention if there was still a wetness under it, "Am I right?"

"Yes," the Doctor nodded.

"What?" Clara frowned, "What one thing?"

"What has the Doctor been after since you told us you were dating, Clara?" the Professor asked her.

"To meet him," she replied.

"And WHY did we want to meet Danny?"

"They want to make sure I'm good enough for you," Danny told her, "That's why the Doctor at least was angry, just in case I'm not."

Clara looked over at the Time Lords, starting to smile slightly at that, hearing that they wanted to meet Danny and knowing that they wanted to for that reason was one thing, but to have it confirmed made her feel warm and loved, even if Danny seemed at odds with the Doctor, which was odd given that they both seemed to have issues with the other being a soldier…despite the Professor being one and accepting Danny for it as well, "He, er, he  _did_  just save the whole world."

"Good start," the Professor agreed.

"If you'll excuse us," the Doctor took the Professor's hand, "We need to get rid of the Blitzer and we have some things to see to."

And with that, he turned and led the Professor into the TARDIS, leaving Clara and Danny to see themselves out. He knew that, after this, now that the Blitzer was definitely taken care of, there was a very specific scan she wanted to see to.

~8~

The Doctor looked up from the console where he was working on scanning the Blitzer, making sure that it was completely drained and deleted before they sent it out to be destroyed, seeing the Professor slowly making her way down the stairs, only to stop halfway down, her expression lost in thought, her hands on her stomach. He would have gone back to the scanning, would have thought she was just drifting as she tended to do now…had it not been for the tears in her eyes.

"Kata?" he called moving over to her, stepping up the stairs slightly to take her hands, "What's wrong?" he tried to catch her eye, needing to lift her chin to get her to look at him, frowning more when he saw that yes, there WERE tears in her eyes, "Did the scans come back? Are you ok? Is the baby?"

She actually laughed at that part, "I'm fine," she nodded, taking his hand from her chin and lowering it back to her stomach, but placing his hands on either side of it, "I'm fine," she repeated, "I'm ok. And the babies are ok too."

"Good…" he nodded, "But then why are you cry…" he cut off suddenly, his mouth dropping open as his eyes widened, the Professor laughing again as she saw his reaction, " _Babies_? As in…not-one?"

"Babies," she nodded, "As in plural. As in…" she let out a breath as though she couldn't believe it, "Twins."

The Doctor looked down at her stomach, his hands drifting slightly, stopping only when he felt it…kicks…on either side of her stomach, two sets of kicks too far away to be from one baby…

"Twins?" he repeated.

"Twins," she nodded, they still didn't know the gender, they really wanted it to be a surprise, but…still, two, two babies!

The Doctor suddenly pulled her closer, hugging her as tightly as he could in her condition to spin her around, setting her down on the ground, tears in his eyes as he looked up at the rotor, "You hear that, mum, you're getting TWO grandchildren!"

The Professor patted the console as the TARDIS hummed, the rotor light brightening, "Two babies…" she looked at the Doctor, a hint of fear in her eyes, "Are we ready for that, Theta?"

"As long as I've got you, Kata," he took her hands and kissed them, "I'm ready for anything."

She took a breath, tugging him to her and just hugging him, crying a bit as he held her, tears of joy. They'd been trying for SO long to have a child…

And now they'd ended up with TWO!

~8~

The Time Lords watched from the doorway of the TARDIS, one Courtney Woods standing between them, the Doctor had offered the Professor a celebration. Had offered to take any of the pudding-brains with them to see the Blitzer off and she'd picked Courtney. He'd rolled his eyes at the choice till she reminded him of another rather troublesome student in another school that had gone on to do the most incredible things in his life and not to judge too quickly. And so there they were, watching the Blitzer drift out into space, small little micro-meteorites hitting its armor and bouncing away.

"Farewell, Skovox Blitzer," the Doctor called, "Have a nice war."

"So, Courtney," the Professor looked at her, "Impressed?"

Courtney just stood there, a hand gripping the doorframe tightly as she looked around, feeling very small, the colors of space swirling and…

"Actually, I'm feeling a bit ill," she admitted.

"It can be a bit overwhelming," the Doctor nodded absently.

"That's the Olveron Cluster," the Professor pointed, never one to pass up a lesson, "A million stars, a hundred million inhabited planets…"

They looked down as Courtney gagged and sudden ran back inside, moments before the sound of her being sick reached them.

"Ah, yes," the Doctor sighed, "There has been a spillage," he looked at the Professor, "You stay here, I'LL clean it first," he smiled, "Don't need twice the sick, stay in the fresh air. Once I'm done we can get Courtney back to the school in time for Parents' Night to be over."

The Professor rolled her eyes but nodded, leaning against the doorframe and staring up at the stars around them, her hand resting on her stomach as she absently rubbed it, thinking of the future.

Not one baby.

They weren't having one baby.

But two!

She couldn't help but wonder what that would be like, having two children running around the TARDIS, still…she couldn't wait to find out what they'd be like…

~8~

Just outside the school, standing across the road, Leto Stewart and Leia Smith glanced at each other, arms crossed, and looked back at the building, hearing a funny wheezing noise sounding from within.

"What do you think, sis?" Leto inquired.

Leia smiled, "I think mum's eyes are going if she didn't notice US."

"Well," he shrugged, "To be fair, last time THEY saw us was in that pyramid with Kovarian and they were a bit busy at the moment."

"True," she agreed, "What with dad getting into all that trouble with the Silence, and River trying to kill them..."

They glanced at each other at the mention of the woman, "Speaking of River," they both said at once, grinning as the same idea hit them, before turning and heading off, down the road, slipping into a back alley, fully intent to visit their dearest friend.

And so, only moments after one fuzzy wheezing noise faded away inside the school, another started in the alley across the way from it.

* * *

**Notes for the Chapter:**

> Boom! Surprise! :) The Keta Twins! ;) I can say that Leia and Leto are NOT their Gallifreyan names, we'll have to wait to see that, but did you like it? Seems the Sergeant and Matron were hanging around Clara for quite some time now }:) I sort of take it that they know who Clara is and that their parents would eventually come to Coal Hill, so they have a way to hide their Time Lord sense from the Doctor and Professor in preparation ;) I can say the Twins will not be popping up much, I just was thinking about their titles and how they could both fit into a school setting and thought...what if?! For this episode at least ;)
> 
> I can say there's quite a few reasons behind them using Leia and Leto as a 'name' on Earth, but we'll have to wait to find out ;) Some of you might be able to guess one reason though ;)


	7. Kill the Moon

The Professor was leaning against the TARDIS as it sat in a slightly larger cupboard in Coal Hill school, rubbing her back with one hand and rubbing her stomach with the other in an effort to try and lull the twins back to sleep in her belly. They were…active. It seemed like ever since they'd found out there were two of them instead of just one the babies were trying to remind her of it every second of the day, as though they were commenting on the fact that she hadn't realized there were two that whole time. She'd managed to get more sleep though, that was nice, it turned out the Doctor made quite a nice pillow too and she found herself out for the count within minutes of lying down and cuddling up to him. He never complained either, when she woke, all too aware that he'd likely been up for hours before her. He just smiled at her and gave her a kiss, an arm around her running up and down her back to keep her sleeping longer. He'd taken to making breakfast for her as well. She'd been ordered to sit at the kitchen table or sit up in bed and not touch anything lately. It wasn't that she was a bad cook, it was just…well, she was starting to get more and more distracted and the last time she'd tried to make tea, she'd been hit by a lingering bout of morning sickness and rushed out…and then forgotten she was making tea and nearly set fire to the kitchen. Since then the Doctor had taken over the cooking duties.

She winced, twisting her hand on her back into a small fist and kneading her knuckles into her back in an effort to try and stop the pain there. She kept getting these zinging pains. Nothing terrible, nothing bad, just more irritating than she wanted. It was like she had a sore muscle but couldn't quite reach it or, when she finally managed to work it out, another appeared in a different spot. It hurt, sometimes, if she moved too quickly or twisted too much, but it wasn't terrible.

What WAS terrible, however, was the migraine she was starting to get as Clara continued to whisper-hiss at the Doctor across from her, trying not to be overheard by Courtney Woods as the girl sat inside the TARDIS. Probably NOT the best place to leave a teenage girl, but there was little else that could be done about it at the moment. Clara had wanted to talk to BOTH of them and was rather adamant about it.

"Courtney Woods," Clara was saying, "She has gone crazy! She's uncontrollable. She took your psychic paper. She's been using it as fake ID…"

"To get into museums?" the Professor asked hopefully, knowing what sort of trouble the Doctor could have gotten into if he'd had a psychic paper when he was Courtney's age.

"No, no, no," Clara shook her head, "To buy White Lightning or alcopops or whatever."

The Doctor gave her a blank look, clearly very confused as to what Clara was going on about, and told her so much, "I've no idea what you're talking about. What…what is Courtney Woods?"

"The little girl from last time," the Professor called with a sigh, "The one that had that spill, wanted to get into the TARDIS," but the Doctor still looked very confused, "The disruptive influence."

"Oh, right yes," he nodded, now understanding who Courtney was.

"Also threw up after we sent the Blitzer off."

"Look," Clara cut in, "She says that you told her that she wasn't special," she crossed her arms and gave the Doctor a pointed and equally irritated look. She glanced over at the Professor for that, dropping her arms and opening her mouth in a gape as she saw the Professor didn't look offended at all, or angry, or chastising of the Doctor which could only mean one thing…the Professor knew exactly what the Doctor had said…and did nothing about it, "Not you too!" she huffed, crossing her arms again, trying to convince herself that it was because the Professor was pregnant, that she was emotional and conflicted and less focused and that HAD to be the reason she'd go along with the Doctor saying such a cruel thing to the young girl, it HAD to be, the Professor would not allow a child to think they weren't special.

"Rubbish," the Doctor waved Clara off, though the fact that the Professor hadn't denied he'd said that was just more evidence that he HAD.

"She says that's what sent her off the rails."

"Pffff," he scoffed at that.

Clara took a deep breath, praying for patience, because the Professor wasn't getting involved now either and it was severely putting her off to know that the Professor seemed to agree with what the Doctor had said to Courtney, "Doctor. I know, I  _know_. But…you say something like that to somebody, it  _hurts_. Especially if you're somebody of her age, especially if you're you. Doctor, it can affect her whole life."

"Bah," he shook his head, denying that.

So Clara fixed him with a hard look, "So you're gonna tell me that all the things the Professor's dad said to her had no impact on her life at all?"

And in a single instant, Clara knew she'd gone too far.

The Time Lords went very still at that for all of a moment before the Doctor rounded on Clara, taking a stalking step towards her, actually forcing her to step back in slight fright at the rather angry look on his face, "Do not DARE compare me to that monster," his words came out as a hiss, barely escaping through his clenched teeth.

He was NOTHING like the Professor's father. They hadn't said much about the man around Clara, but there had been enough in small slips and passing remarks for her to gather the man had been a brute and utterly disinterested in his daughter, harsh and cruel and always putting her down and hurting her in numerous ways. For her to even try to say that his one single remark to Courtney compared in the slightest to the mental and emotional abuse that the Professor's father had put her and her self-esteem through was a bigger exaggeration than saying his eyebrows were only slightly bushy.

"Sorry," Clara murmured softly, looking down, she knew she'd taken it too far in saying that, one single remark that someone wasn't special wasn't the same as the years of neglect she was sure the Professor had suffered, and she should NOT have said that.

"Believe me Clara," the Professor spoke quietly, making them look over to see her struggling to rub that spot on her back, the Doctor moving over to her with one more look at Clara, "What he said was nothing, truly, and he said it for a reason," she winced again, about to move her knuckles behind her back again to knead her muscles when the Doctor beat her to it, knowing where her pain was and working it out with the press of his thumb.

"What possible reason could he have to say THAT to a child?" Clara frowned, she was, and not for the first time, feeling like she couldn't read the two Time Lords before her. The last thems, she could always guess what they were thinking or planning or why they were saying something. But the new thems, it was like they were a book in another language, one she'd read before in English, one she could get the general idea of what was going on because she knew the original book but the words just didn't make any sense to her. She couldn't tell why they did what they did anymore and it was very disconcerting.

The Professor sighed, smiling a content smile as she reached behind her to stop the Doctor's hand, the knot in her back worked out. She gave him a kiss in thanks before looking at Clara, "Let her in, one trip with us, and you'll see why the Doctor said that."

Clara eyed them a moment longer before she sighed this time and turned to go to the door. She'd just barely gotten it open when Courtney was walking in, a small bit of paper towels in her hand and a wide grin on her face as she hurried to the console, "I got stuff to clean up with!" she held up the towels as she ran to them, the Professor turning to the controls.

"What?" the Doctor blinked.

"And I got these from the chemist," she held up her wrists to show a small black band around them.

"Vortex manipulators?"

The Professor reached out and touched one, shaking her head, "Magnetic bracelets," she corrected.

"Travel sickness," Courtney nodded, clearly the girl had been eavesdropping on their conversation and very hopeful she might get another trip in the box as well.

"Good," the Doctor crossed his arms, "Because I don't like people being sick in my TARDIS."

"Pregnant, husband," the Professor reminded him, her hand resting on her stomach, reminding him very much of her morning sickness that had plagued her.

"Exception, wife," the Doctor countered instantly.

Clara would have rolled her eyes at that, the Professor seemed to be the Doctor's exception to everything. No soldiers in the TARDIS? Well, except for the Professor. No getting sick on the TARDIS, except for his pregnant wife.

"No being sick," the Doctor pointed at Courtney again, before his moving finger turned to Clara, "And no hanky-panky."

"Doctor!" Clara huffed, blushing, knowing it was a reference to Danny Pink.

The Professor, however, snorted at that, "Well then you're going to have a very boring rest of your life then if there's no hanky-panky allowed…"

"Exception," he spun around to her, "You are my exception, wife, my exception to just about everything."

" _Just about_  everything?" she raised an eyebrow.

"Well," he considered it, "Yes, just about everything," he nodded, "There are some rules I will always hold to and never ever change when it comes to you."

"And what are they?"

"That I will always protect you and love you and stand by you," he told her, recalling various promises he'd made to her over his life, "Anything I promised you, any rule I have about you, I will never ever make an exception for. All my rules, revolve around you," he took her hand, "Therefore, you are my exception to other rules."

"Using logic against me," she commented softly, though smiling at him, "Maybe one day I will make a soldier out of you."

Clara's small smile that had bloomed at seeing them being so sweet on each other again, faded slightly, seeing a small teasing yet pained look in the Professor's eye. The last thems had joked about it all the time, that the Professor might turn the Doctor into a soldier one day, it was meant to be a joke about how utterly horrid he'd been as a soldier the last time he'd been one, that she could make a REAL soldier out of him one day, like a commanding officer or a training officer. But every since Danny had gone off on them about being soldiers it seemed like the playfulness that had usually come of the joke was gone, and now they were left more pained by it than anything. And she felt so badly for that, that something her um, well, boyfriend, had said had been able to hurt them so badly.

"Put you in danger," the Doctor murmured, "And you'll see just how much a soldier I can really be."

The Professor blinked at that, that was a new response to her teasing, but she couldn't help but feel her smile grow at his promise, at how his hand had drifted down to her stomach.

"You or our children," he continued, "If Kovarian thought I was dangerous for them taking Melody…" he shook his head.

The Professor reached out and placed her other hand on his over her stomach, she could remember that as well, how he'd been when she and Amy had been taken. But then SHE hadn't been pregnant, she'd been capable of fighting and, as much as she knew it pained him to think, the Doctor hadn't been quite as on a rampage to get them back as he could have been if it had been THEIR baby taken and in danger instead of Amy's. He cared for Amy, for Melody, she knew that and he did as well, but it was different when it was your own child in danger.

"Would it be terrible of me to say I'd actually be curious to see that?" she remarked quietly. She knew it was horrible to think it, she didn't mean it in the sense that she WANTED her or the children in danger, not ever, never ever. But…the idea of REALLY seeing the Doctor like that, of really seeing how far he was willing to go…there was something thrilling in thinking about what he'd do…

She shook her head, "Forget I said that."

Bloody hormones.

She was all over the place now.

At times she felt like she could cry thinking back on the things the Doctor had done to protect her in the past, the things he'd lost, the actions he'd taken. She felt so heartsbroken to think he might fall into the darkness she had during the war, that he could possibly become like she'd been, that he'd be willing to hurt and torture and kill to get to her again. But then, at other times, the thought that he loved her that much, of imaging him standing there all tense and primal and aggressive made her shiver in a not-bad way and she found herself thinking that it would be rather…sexy…to see him like that.

She really, REALLY needed these babies to be born quite soon, they were doing her head and body in, clearly they were. She should NOT find the Doctor falling to darkness like that so appealing.

' _Nor should I you with your blaster,_ ' the Doctor reminded her, making her blush as she realized he'd heard all that through their Bond.

She shook her head hard and turned around to the controls, moving to set them while the Doctor grinned, watching her go.

This time Clara DID roll her eyes, guessing that he'd just said something flirty in his head to the Time Lady. Half the time she felt irritated that he did that, flirted with the Professor in her head, because then she couldn't hear it and she couldn't comment on how they were 'so being old cute people' and doing their old people flirty thing. But the other half of the time she was thankful, because now that the Doctor knew it was twins he seemed to be twice as flirty and touchy with the Professor and she didn't need to hear ALL of it.

"That's the rules," the Doctor continued, looking over at Courtney as though just recalling that the girl was still with them.

Clara sighed, shaking her head, "Doctor, she really shouldn't be traveling," she tried to argue, she'd only opened the door before in the hopes that Courtney would have gone to her last class and not been there so she could continue to talk to the Time Lords in private, she had no intention of actually LETTING Courtney go on an adventure, "Will you just...just tell her?"

"Tell her what?" the Doctor moved over to the Professor, sliding his hand onto the small of her back by the monitor, looking at what she was setting the coordinates for.

"Tell her that she's special," Clara just barely managed to get that out through her clenched teeth.

The Doctor snorted at that, "Have you gone bananas?"

"Mmm..." the Professor mumbled, "Bananas, I really want a banana milkshake now."

The Doctor smiled at her, "We'll make a quick stop before heading there," he nodded at the monitor, at her coordinates.

Courtney frowned at them, at how flippant they were at Clara's request that they call her special, as though it were so unimportant a thing, "Do you really think I'm not special? You can't just take me away like that. It's like you kicked a big hole in in the side of my life. You really think it? I'm nothing? I'm not special?"

The Professor looked over at the girl, she knew that feeling, she knew what it really felt like to not think you were special, and she knew exactly what needed to happen next, "How'd you like to be the first woman on the moon?" she asked, "Special enough for you?"

She knew exactly what the girl needed and, luckily for her, the Doctor was in.

Courtney smiled at that, "Yeah, alright."

"Ok," the Doctor nodded, "Now we can do something interesting!" he reached out and grabbed a lever, pulling it down, his arm sliding more around the Professor to hold her steady from the jostling as the TARDIS took off, the two Time Lords ignoring Clara as she shouted at them, pretending the roaring of the engines was too loud to hear her…despite her being two feet from them and the Professor's hearing being better than most.

~8~

Clara would have likely laughed when she stepped out of the TARDIS with the Doctor and Professor, if not for how the Doctor had fixed the Professor's orange spacesuit then for the pout on the Professor's face as she half glared down at a container in her hand. The Doctor had made good on his promise to stop and get her a banana milkshake before they set down there on the moon. Unfortunately the Professor had set the controls so well that it had taken them no time at all to actually get to the moon and, before the woman could even take a sip of her beverage, they had to suit up. Right now the Time Lady was looking at the sealed container of her banana milkshake, unable to drink it even now because of her helmet and the way the container was literally sealed to keep the beverage in till they got somewhere with oxygen. That had added to the first part of her near-laughter, the Doctor hadn't seemed to know what to do about the woman's spacesuit. Apparently it was an old one that they'd had lying about, the others had to be procured elsewhere, but he hadn't known whether to strap the Professor's bindings around her stomach secure which, he was sure, would be uncomfortable to her to be so tight, or leave it loose. However, to leave it loose was not only unsafe, but well, he seemed to truly adore how big the woman was.

And she was, big that is.

It felt like every time Clara saw her the woman was bigger and bigger. She honestly didn't even know HOW pregnant the Professor was at this point, the last time she'd seen the woman she'd been about 6 months along and looked nearly 9 months pregnant with just a single baby, but now knowing it was TWO babies, she didn't know what to make of it. And the woman seemed to be carrying her weight rather well, there was barely a gain of weight in her arms or legs or face, seeming to be concentrated mostly around her stomach though her cheeks seemed a slight bit fuller. She also seemed to be growing, well, sideways instead of straight out as most women did when carrying a baby. If she didn't know any better she might think that the twins were side by side instead of one in front of the other. It was probably much easier on the Professor if that were true though. She'd been around enough women who were pregnant to know how painful it was to carry something that was pressing and squishing your organs, to have TWO, she could only imagine that it was relatively easier if the babies were side by side. Though…she wasn't quite sure how that rated in terms of safety when the birth eventually came around.

Still, the Doctor was very fond of whenever the Professor's pregnancy was glaringly obvious to others, she always saw him smiling smugly when others noticed his wife and her stomach. The enormous amount of black the Professor wore tended to temper that, even more with the red jacket she normally kept on. Black was such a deep color, playing in with the shadows and, sometimes, hiding the pregnancy if you looked at the Professor straight on. So she knew the Doctor was very much in favor of strapping the Professor into her suit in such a way where it was only too clear that the woman was pregnant, but she saw the conflict on his face for the discomfort it would cause the Professor. The Time Lady had, thankfully, settled it quickly, reminding him that she'd endured far less favorable and comfortable situations and that she'd be fine, that she'd rather be secure than end up with air getting sucked out of her suit.

To which the Doctor had just reminded her that she seemed to have less patience with discomfort and less than favorable conditions as of late.

Clara could admit she'd laugh and quickly disguised it as a cough when the Professor fixed him with a glare for his comment on her temper and hormones during her pregnancy. It was true though, the woman DID have less patience the longer the pregnancy went on, less focus as well. She was honestly considering that she might want to nick the woman's blaster from her very soon so as to perhaps give the Doctor a better chance of surviving should HE end up trying the woman's now-limited patience. But, then again, HE had gotten himself into this situation with the Time Lady, and perhaps being target practice from his wife might be enough of a kick in the pants to get him being more considerate to others.

She nearly snorted at that thought, as though the man he was now would be that considerate to anyone besides the Professor. He was barely considerate to HER, let alone other humans.

She shook her head and looked around as Courtney stepped out after the Professor, the Doctor behind her, closing the door of the TARDIS behind him. She frowned though when she saw they were not standing on the moon's surface but in what appeared to be some sort of man-made storage unit, filled with quite a few cylindrical objects, more than half stacked up on racks along the wall, all of them had the American flag on them with some sort of writing beneath that had faded with age.

"This isn't the moon," Courtney had, apparently, realized that they weren't on the moon's surface either, "Where are we?"

The Professor looked around, recognizing the structure and, judging by how the lights were working just fine, a still-operational unit as well, "On a recycled space shuttle," she answered, reaching up to try and pull her helmet off…and failed miserably as she refused to let go of her banana milkshake in the process, "2049," she added as the Doctor chuckled and came over to pull the helmet off for her, "Judging by that prototype version of the Bennett oscillator."

She took a deep breath as the helmet came off, popping open the clasp of her milkshake and taking a long sip of it, a bit…silent now. It was…odd, very odd. She should have just put her milkshake down and taken her helmet off herself, or given the shake to the Doctor to hold while she did it. But she hadn't. She hadn't and, because of that, the Doctor had had to take her helmet off for her. They'd done it before, helped each other dress in the suits and get out of them, but it just…it felt different this time. It felt less like a mutual sort of playfulness and checking and more like she was being taken care of. The Doctor always had done that, take care of her, it wasn't anything new but it felt like it.

It felt different and odd, she wasn't used to being taken care of because someone thought that she couldn't do something. It hadn't happened in so, SO long now that she'd almost forgotten what that felt like, and she didn't mean someone helping her get up because it was difficult to get out of a seat recently, but just, something she STILL could do on her own and someone else doing it for her. She had expected it though, she knew, in the back of her mind, she knew that the Doctor would want to take care of her because of her pregnancy, more than normal because of it, but she just felt a rare flash of irritation when he'd done that just now.

Bloody hormones.

Half the time she cried because he didn't help her, the other half she was irritated when he did.

"Where's the gravity coming from?" the Doctor looked around, his own helmet off and tucked under his arm.

Clara, however, was trying to make out the scribbles on the cylinders, "What are they?" she called to the Time Lords as she and Courtney took off their helmets too.

The Doctor glanced over at the containers and pulled the sonic out of an inner pocket of the suit through the neckhole, flashing the cylinders and tensing at the reading, "About a hundred nuclear bombs."

Not a moment later an alarm began to blare above them.

The Professor looked up with a frown, "Can't be intruder alarms," she murmured, "They'd have gone off the moment we stepped out of the TARDIS, at the very least as soon as we took off our helmets."

The Doctor nodded at that and glanced out a small window beside him, "Ah," he nodded, "Bit of a small nudge in the steering, have to check that," he added, "We're on our  _way_  to the moon."

The Professor moved over to his side, looking out as he rested a hand on her back, that was another thing. The Doctor downplayed the things she did wrong now. Granted, the last time he'd pointed out when she'd gotten something wrong, a few hours later he'd found her sobbing into a carton of double chocolate ice cream about it so she could understand why he wasn't pointing out that her coordinates hadn't been as spot on as normal and THAT was why they were on the shuttle towards the moon instead of ON the moon already. But, at the moment, it annoyed her that he didn't call her out on what she'd done wrong. He was blaming the TARDIS when he knew very well that it was HER fault, because he thought if he pointed it out she'd start crying…and she knew she would, and she was irritated with both the fact that she would have started crying and at the fact that he hadn't brought it up when she hadn't had issues pointing out his mistakes in the past.

Damn bloody hormones.

"Check that," she grimaced, her hand flying to her back over his hand as a spasm of pain struck her from trying to lean over and peer out the window. She hadn't leaned for long, shooting straight up when the spasm hit, but it had been enough to see that they were not just 'on the way' to the moon, but, well… "We're about to crash into it! Assume the position!"

Clara immediately turned to Courtney and grabbed her, hauling her over to the Time Lords as they grabbed onto a set of cargo nets dangling a foot away.

"Hold on!" the Doctor shouted, his arm moving around the Professor more firmly, one hand tangling in the net while he gripped her with the other, "Hold on!"

"Why didn't you just tell her you didn't mean it?" Clara hissed at them moments before the room shook as the shuttle hit the surface of the moon, a horrible screeching noise hitting them as the shuttle skid across the rocky terrain, nearly rolling onto its side only to flop back to its correct position moments later, causing them all to let out a breath of relief.

"Well," the Doctor murmured, slowly straightening with the Professor, immediately checking on her as Clara rolled her eyes and did the same to Courtney, not faulting the man for checking on his wife first, "Let's not do that again."

"Crash into the moon?" the Professor remarked.

"Stop my hearts for a second," he corrected, double checking her straps, a small smile flitting across his face when she just took another sip of her shake, not a drop having been spilt even with the tumble, "Only you're allowed to do that."

The Professor smiled as she swallowed her sip, "Give it time," her other hand untangled from the net and drifted to her stomach, "I can almost guarantee that these two will cause both our hearts to stop repeatedly."

He chuckled at that, his gaze growing fond as he touched her cheek, just imagining the trouble their children would undoubtedly get into as they grew older and imagining him and the Professor teaming up to keep them under control.

Clara smiled faintly at that, at their little moment, and opened her mouth to comment on it, when a door opened and three people entered, two men and a woman with short blonde hair in the lead, "Who the hell do you think you are?!" the woman gaped at them, shocked by their appearance, quickly lifting her arm, the men following her, with a gun in it in defense.

"Why have you got all these nuclear bombs?" the Professor sniped right back, irritation flaring even though she knew that the woman did have a valid excuse to ask them that, she was rather peeved her little moment with her husband had been interrupted. It was only the Doctor's hand on her back that kept her from reaching for the blaster attached to her hip.

The blonde woman just shook her head, eyeing them carefully, "I'm not going to give you another chance."

"Oh?" the Doctor snorted at that, "Well, you're just going to have to shoot us, then. Though," he paused, considering that, "I doubt you'd be able to actually manage that with my lovely and rather irritable wife standing right here," he nodded at the Professor whose hand was resting on her hip now, just inches above her blaster.

"That and you'd have to shoot him first," the Professor nodded at the Doctor in return, "Because he's just daft enough to try and jump in the way if you try to shoot me, and then he'd just keep regenerating so…" she trailed off a moment before looking at the Doctor, "I want pudding again."

He laughed slightly at that, "What?"

"I was just thinking that you'd jump in front of me…"

"I would," he agreed.

"And that it would be rather daft as, even though I'm pregnant I'm not THAT slow yet as to not be able to pull this," she gestured at her hip, "On them first and it would be rather pointless and much like a human would do instead."

"Ah," he nodded, "And the humans are pudding brains so you want pudding."

"Exactly," she took a sip of her milkshake.

"Um, hello," Clara whispered over to them as they got distracted, "People still with the guns pointed at us!"

"Right," the Professor nodded, "Yes," and turned to the three other humans, not seeing the grin growing on the Doctor's face at that. For so long now HE had been the one that got distracted and had to be pulled back to the conversation, usually by the Professor, it was wonderful to see it needing to be done for her now, "Pointless, because of regeneration, though it would give me more time to kill the three of you and at least save Courtney and Clara. Though I'd appreciate it if you'd not be shooting any of us, it's already going to be odd enough explaining why the twins won't look like either of us for him to go changing  _again_."

Clara frowned at that, "Your children won't look like you?" she glanced at the Professor's stomach, "Not even after, you know?" she threw her hands out slightly, vaguely imitating the regeneration.

The Doctor shook his head, "They'll look like our first selves," he explained, "Genetics, it resets to the first incarnation when children come into the picture."

The Professor smiled at the thought, not even the Time Lords really understood why it happened like that, why the children often looked like the first incarnation DNA had mixed of the parents, but she was infinitely happy about it. She'd spent so long imagining a little boy that looked like the Doctor when they'd been younger, on their first bodies, and now she might get it. And, even if that wasn't true, the children would only be able to look like the incarnations that created them or their past DNA to pick from at most, they wouldn't bear any resemblance to her or the Doctor as they were now.

"Which is quite good," the Doctor continued, "If it's girls, they'll be the most beautiful in the Universe," he smiled at his wife.

She rolled her eyes, "They're boys and they'll be the most handsome."

"You don't know the gender yet?" Clara shook her head.

"We can't get a proper read," the Professor sighed, "They're turned in a way where our scans can't exactly see anything, we've no idea what they are."

"Could be one of each," Clara offered.

"Could be," the Professor agreed.

Clara's attention, however, had drifted to the Doctor as the man began to hop in place, "Jumping in excitement of the prospect, Doctor?"

"Gravity test," the Professor explained.

"And speaking of tests and intelligence," the Doctor picked up.

"We weren't speaking of intelligence," the Professor cut in.

"You were talking," he countered, "Therefore the nature of the conversation was one of intelligence," he turned to the three humans with their guns quickly, keeping the Professor from saying anything more, "You may want to put those down because I think we might just possibly be able to help you. You see, my wife and I are super-intelligent alien beings who fly in time and space," he eyed the trio, "Are you going to shoot us?"

The blonde woman looked at them a moment longer, her gaze flickering to the Professor's stomach, before she lowered her gun, gesturing for the others to do the same, "No."

"Good," the Professor smiled, "Now, the question, why have you got all these nuclear bombs?"

"No, no, no," the Doctor cut in gently, "Easier question, they're pudding brains," he added when he saw the Professor give him a look, "What's wrong with my yo-yo?" he pulled out a yo-yo from a pocket on his suit and began to flick it up and down.

"Doctor, it goes up and down," Clara stated the obvious, giving him a look as though he'd actually gone mad.

"Clara, use your eyes," the Professor told her gently, speaking through a sip of her milkshake, making an obnoxious slurping noise when she reached the last of it, before swallowing hard, "Notice that it IS going up and down. So what isn't it doing?"

Clara frowned at that and glanced at the yo-yo once more, before her eyes widened, "It's not floating!"

"Correctamundo!" the Professor pointed at her, before grimacing, "That really IS a terrible word," she muttered at the Doctor who laughed but nodded at Clara's observation.

"We should be bouncing about this cabin like little fluffy clouds," he agreed, "But we're not," he looked at the trio, "What is the matter with the moon?"

"Nobody knows," the blonde woman sighed.

Clara leaned in closer to the Time Lords, "Do  _you_  know what's wrong with the moon?"

"It's put on weight," the Doctor shrugged, "It happens."

"Oi!" the Professor frowned, "Is that a reference to me? Are you trying to say that I've swallowed a planet like Amy did?!"

The Doctor just blinked at her and quickly turned to the trio, "It CAN happen," he said quickly, "Grav…"

"Gravity bombs, axis alignment systems, planet shellers," the Professor huffed, crossing her arms awkwardly over her stomach with a small pout, making the humans look at her questioningly, "I…may have destroyed a few planets," she offered quietly, dropping her arms to more around her stomach than over it, "Back then."

The Doctor stepped closer to her, his arm moving around her in comfort, he knew the war upset her, doubly so now, "It's not you this time," he told her, pressing a small kiss to the back of her head.

The Professor nodded and took a breath, "It must be causing chaos on Earth," she glanced at the trio as though it would explain why the three were there on the moon, "The tides will be so high that they will drown whole cities."

"Yeah…" the blonde woman agreed hesitantly, eyeing the Professor as though not sure what to make of her remark that she'd destroyed planets in the past. If their plan was to go through then they might need the woman's help, but that didn't make her feel better to think that the woman could just as easily destroy Earth after it was over.

"So what are you doing about it?" the Doctor rolled his eyes, knowing that the Professor's pointed look at the humans was her asking them what their plan was to end the chaos.

The blonde woman moved over to a case on the wall, a thick black box, and pulled it off, into her arms and gave him a pointed look.

"This?" the Doctor asked, his voice oddly neutral which made Clara frown to hear.

"That's what you do with aliens, isn't it?" the woman defended, "Blow them up?"

"Or poison their water," the Professor countered, "Or snap their necks, or tear out their throats, or shoot them, or…"

The Doctor put a hand over her mouth a moment, her speech sometimes was just a bit TOO free now that she was pregnant, not only did she say what was on her mind without a filter at times, but she let just a bit too much out.

Because he knew all that she'd just said, had been ways SHE had taken out other aliens in the past as well.

~8~

It was a good thing the Professor had finished her milkshake as the small group stepped out onto the moon's surface, their helmets back on. The Time Lords had insisted that Courtney step out first though, maintaining their promise that she be the first woman (girl) on the moon. They wouldn't tell her that Martha Jones had gotten to step on the moon once before, still being the first girl was quite an accomplishment. It was…beautiful, but the Time Lords could tell right away, just by stepping onto the rocky terrain that there was something wrong. If not the desolate site, the moon's surface actually looking sickly in comparison to the other times they'd been to the moon, then it was the feel of the moon below them. It was hard to feel while in the shuttle, but all too clear now that they were ON the moon. It felt much like when they'd dealt with the Silurians and the blue grass, the ground just felt  _wrong_.

Courtney, however, unlike Clara who had seen the aliens exchanging wary glances, was completely oblivious of the danger and more awed by the site she was standing on, "Wow. Wow! One small thing for a thing. One enormous thing for a thingy thing."

"So much for history," the blonde woman, Lundvik they'd learned her name was, rolled her eyes at that.

"Step, man, leap, mankind," the Professor corrected Courtney lightly, looking around with a frown on her face, squinting. She sighed and shook her head, glancing at the Doctor who was looking back at the shuttle with a frown of his own, making her take in the shuttle as well. It was utterly destroyed, truly she wasn't even sure how the air hadn't managed to leak out of it while they'd been in there, it was still smoking slightly.

The Time Lords looked over as the trio of astronauts began to move, heading for a crater nearby, what appear to be a sort of module placed within it as a base of operation. The Professor smiled and rolled her eyes slightly as she spotted Courtney taking photos of the moon and the Earth, she reminded her a bit of Amy and how she always wanted her camera phone with her.

Her smile faded as she thought about that, about one particular incident involving a camera phone and Amy getting trapped elsewhere, an incident where she'd donned just such a spacesuit in order to help. She put her hand to her back, feeling a twinge of pain there, her other hand moving to her helmet as she blinked rapidly, feeling just a bit lightheaded for a moment. She shook her head, her mind clearing enough, taking a deep breath to steady herself. She looked over to see the Doctor staring at her intently, having noticed her actions while the humans ahead of them had not. She gave him a soft smile and a nod of her head that she was just fine, just a momentary pregnancy pain it appeared.

He stared at her a moment longer before nodding as well, though she could tell it would mean he'd watch her even more closely, before he turned to the humans as Lundvik began to speak, "There was a mining survey, Mexicans. Something happened up here. Nobody knows what. That's when the trouble began back on Earth. High tide everywhere at once. The greatest natural disaster in history."

They followed her around the module, pausing when they spotted the airlock was open, some white webbing dangling around the corners of the door.

"Cobwebs?" Clara frowned, not having expected that to exist in space, but she supposed it just meant the door had been open for a good long while.

"Henry," Lundvik turned to one of the other men, slightly older than her, "Go back and prime the bombs."

"Er, is there any instructions?" the man asked, making the Time Lords look at him, what sort of species sent someone on a mission they clearly were NOT prepared for or knowledgeable about? If you were going to blow up something, wouldn't you need to know how to operate the things that would be blowing it up?

"There's a switch on each of them," Lundvik seemed equally exasperated, "The light goes red."

"They won't go off?"

"No, not till I fiddle with this thing," she held up the black case for him to see.

"Ok," the man nodded, hesitating a moment before turning to head back to the shuttle.

"Shall we?" Lundvik turned back to the small group, gesturing at the doorway.

The Professor frowned at it, not exactly keen to enter, much like the Doctor. It was typical human nature that when something was open that shouldn't be, you'd want to go into it and see what was around or what had opened it. But it was smarter to wait, to not enter unprepared and, well, it appeared only three of their group were qualified and prepared for danger, and one of them was pregnant with an increasingly itchy trigger finger.

"Is that the best you could get?" the Doctor jerked a thumb back at Henry, his other hand resting on the Professor's back, absently stroking the area she'd felt the twinge before, trying to reassure her, lighten the mood, not let on to Clara or the others that there was something more wrong than they thought here.

"Second-hand space shuttle, third-hand astronauts," Lundvik muttered.

"I know that feeling," the Professor murmured, "Second-hand time travel capsule, third-hand pilot," she nodded at the Doctor.

"Oi!"

"I passed my pilot's test," the Professor gave him a pointed look, "And it's a Type-40."

NOT that it was a bad thing, no, she adored that old box, their 'mother' as it had come to think of them as her children. There was absolutely nothing wrong with it, but, in terms of their people, a Type-40 really WAS considered second-hand, especially adding on that the Doctor's particular TARDIS was a museum piece once upon a time. And the Doctor really was an abysmal pilot.

"Yeah," he rolled his eyes, "Bring THAT up again," he muttered, entering the module after the humans, "Not all of us can be absolute perfect like you, wife."

The Professor smiled, "I'm not perfect, husband."

The Doctor tugged her back slightly, "You really are," he looked her deeply in the eyes, making sure she saw that he truly thought that, "And so will they be," his hand rested on her stomach.

She glanced down at her bump and smiled more softly, "I can at least agree with you about the second part."

Clara glanced back at them having their little moment, smiling…until she walked right into what appeared to be a wall of cobwebs and began to grimace and swat at them, trying to knock the webbing off her.

"Just like your grandfather," the Professor mumbled, moving over to help Clara pull the webbing off her as the Doctor shut the door behind them.

"Thanks," Clara nodded at her, both for the help and, well, the compliment as well. She liked to know that, despite the Time Lords being different now, there was still similarities to who they had been, and hearing comments about who the Doctor had been even before this version or the last was reassuring, reminded her he had changed in the past, would change again in the future, it wasn't the first or last time for him and she just had to keep that in mind.

"How many people here?" the Doctor called to Lundvik, glancing around at the darkness.

"Four," she answered, moving ahead carefully, "Minera Luna, San Pedro. It was privately financed. They were doing a mineral survey up here."

"Did they send a message?" the Professor wondered, trying to work out why a shuttle that was only barely functioning and a team only a step above incompetent had been tasked to this unless it was some danger that HAD to be seen to soon, "A mayday? SOS?"

"Pretty much all the satellites had been whacked out of orbit," a second man, even older than Henry, Duke, shook his head at them, "They managed to send back some screams."

"So then you came up here to rescue them with your bombs?" the Doctor deadpanned.

"Not quite…"

"The state of this?" the Professor looked around, "I'd say at least a decade."

Lundvik nodded, "They disappeared ten years ago."

"Nobody came?" the Doctor frowned at her.

"There was no shuttle."

"You had one," he pointed out, ignoring the Professor's remark of 'you call THAT a shuttle?'

"It was in a museum," Lundvik countered with a roll of her eyes, though she cast an odd look at Clara who laughed slightly at that before covering it with a cough and sending a meaningful look at the Time Lords that they ignored, "They'd cut the back off it so kids could ride in it. We'd stopped going into space. Nobody cared. Not until…"

She was cut off suddenly when Courtney screamed just a few feet ahead of them.

"Courtney!" Clara took off, running towards the scream only to find Courtney in the next room, looking more like the storage room of the shuttle with a few computers and control panels to the side, staring up at what appeared to be a spacesuit hanging in a cocoon on the wall, "Oh, my God," she breathed, tugging Courtney back, "Doctor, tell me there wasn't anyone inside that thing."

The Doctor reached into a strap on his suit and pulled his sonic out, scanning the cocoon and grimacing at the results, "I could, but it wouldn't make it true."

"I'll get some power back on," Duke offered, rushing over to the control panels.

"Come on," Clara turned to try and tug Courtney farther back, "Now, Courtney, come here. Don't look. You alright?"

"I'm ok," Courtney nodded, grim as she watched the Professor use her blaster to cut the corpse down, the Doctor catching it to lower it to the ground.

"Hey," Clara tried to tug Courtney's attention away again, "Look. Look at me. Look. It's alright if you're not."

"I'm fine," Courtney swallowed, focusing on the Time Lords as they crouched by the body, seeming to be whispering slightly, "What did it?"

"Maybe something trying to find out how you're put together," the Professor shrugged, thinking about Skaldak. Without being able to really touch or examine the body she couldn't say for sure and…well…with her stomach at the moment she wasn't sure she could handle touching or prodding the body without being sick all over it.

"Or maybe how you tasted," the Doctor added before the Professor nudge him and shook her head that it was, perhaps, not a good thing to add to her already rather negative suggestion.

"Do we have guns?" Courtney frowned.

"Not unless you brought some," Lundvik remarked, pointing at her own gun.

"So one for us," the Professor gestured to her blaster as the Doctor reached out to help her stand.

The Doctor looked up as the lights began to flicker on, "Save the air," he ordered the others, taking off his helmet, doing the same for the Professor. With her suit strapped like it was, her arm movement was a bit limited, she couldn't stretch as high up as normal but still had a majority of motion otherwise.

The Professor smiled her thanks at him before she moved over to one of the computer consoles, sitting down in the dusty chair beside it, not about to admit to anyone (though she could tell from the Doctor's small smirk that he likely knew already) that her feet were starting to hurt and she was getting a bit tired of standing and walking so much. That last crouch and stand had taken more out of her than it should, causing a bit more lightheadedness and made her ears ring slightly. Now she could at least relax slightly as she began to try and access the records of the last crew.

She frowned, "They didn't find anything," she called.

"Eh?" Lundvik looked over.

"The Mexicans," she clarified, "They didn't find any minerals on the moon, at all," she added after a moment, a frown growing on her face, that wasn't right, there should have been SOMETHING, there always was on moons.

"Hmm, there's this," the Doctor remarked, reaching out to pick up a photo lying on the desk outlining points on the moon, "Lines of tectonic stress," he held them up for the Professor to see.

"The Mare Fecunditatis," she murmured, taking the photo and looking closer at it.

"It's been there since the Apollo days," Lundvik shook her head, waving it off, "It's always been there."

"Yeah," the Professor mumbled, "We're aware, but these are much, much bigger."

"Sea of Tranquility," the Doctor began to sift through the photos with her, finding similar outlines for other areas of the moon.

"Sea of Nectar."

"Sea of Ingenuity."

"Sea of Crises."

"Ok, stop that," Clara cut in, knowing there were likely even more areas that they'd both just switch off talking about and wanting to get to the point, "Meaning?"

The Time Lords looked up as the lights flickered, but it was the Doctor who spoke, "Meaning, Clara, that the moon, this little planetoid that's been tagging along beside you for a hundred million years, which gives you light at night and seas to sail on, is in the process of falling to bits."

Before Clara could ask more about it there was a loud rumble as the room began to shake as though an earthquake were striking it, a high-pitched scuttling noise mixing into the rumbles, only to calm moments later.

"What the hell was that?" Courtney gasped, clutching the edge of the desk for balance.

"Duke, is that you?" Lundvik called into a comm. on her wrist.

"I don't sound anything like that," Duke's voice replied, echoing in the room.

"Can you try and get the lights back on?"

"That's what I'm doing."

The Professor pushed herself to stand slowly, her hand pulling the sonic blaster from her holster and flicking it so that a small light turned on at the tip of it, a torch she'd added to it for efficiency, and began to aim it around the room, "All of you quiet," she hissed, hearing something, hearing the scuttling noise again, it was faint, so faint she knew the humans wouldn't hear it just yet, but SHE could, "Whatever it is, it's in here."

"What is it?" the Doctor moved closer to her, trying to listen as well, but knowing that she could identify it based on the sounds it made.

"Sounds like a spider…" she murmured, not wanting to say Racnoss, but it DID sound remarkably like that, like the sounds she and the Doctor had heard coming up from that hole in the ground that the Racnoss Empress had hidden her eggs down, it sounded that size, larger than normal.

The Doctor nodded, "I think we've found your alien," he called to Lundvik only moments before a giant spider with bright red joints and eyes raced at them from down a corridor ahead of them.

The Professor quickly focused her blaster on it and rushed forward, "Back! Behind me now!"

Clara immediately leapt to action, pulling Courtney and Lundvik back with her, obeying the order given by the soldier ahead of her because she knew that the Professor never sounded like that, so commanding, unless it was serious and she needed to focus without worrying about others at the same time.

"Duke!" Lundvik shouted when the man stepped into the very corridor that the spider was racing down, the spider leaping onto the man's face with wide, razor-sharp fangs, as the man screamed, "Shoot it!" she cried to the Professor, but Duke had already fallen to the floor, dead, the spider back on track and racing for them once more.

A moment later, just as the spider leapt at her, focusing on the light, using it as a beacon just as the Professor intended, she fired, blasting it to smithereens.

She looked down at the slightly smoking pieces on the floor and frowned, "Well that was rather anticlimactic."

The Doctor nearly snorted at that as he moved beside her, flashing the sonic over the pieces, "I seem to recall you being a bit exasperated with ME when I had that reaction to the ATMOS trying to drive us into the river."

The Professor smiled slightly at that, she hated to think back on how she'd been during that incarnation, so close to how she'd been during the war but yet not QUITE so bad, but it was amusing. She HAD been exasperated with his remark of 'is that it?' when the ATMOS just sparked and sputtered instead of blowing up, it HAD been very anticlimactic now that she thought back to it.

"I should have waited," she remarked after a moment, "Tested it a bit more than just firing at it," and she should have, learned more about it, how it saw, how fast it was or what senses it relied on. It had numerous eyes, but what if they didn't work after all this time in the dark and alone?

"It's that trigger finger," he shrugged, "I'm thinking I may need to confiscate your blaster sometime soon to ensure I live to see them," he nodded at her stomach.

"Still," the Professor glanced over at Duke's body, Clara doing her best to keep Courtney from actually seeing it while Lundvik rushed over to try and find a life sign, but it was too late.

"Henry?" the woman started to call into her comm. wanting to check her other comrade, "Henry?!"

"Courtney…" Clara began as Courtney slowly approached the pieces of spider, moving around the other side to block her sight of Duke and Lundvik.

"It's a spider then?" the girl asked, grimacing at the slime and odd-colored goo leaking from it, "It's gone off pretty quick," she pinched her nose.

"It IS a strong smell," the Professor agreed, looking back at Duke and to the spider, "We need to clean this up," she murmured, "If there are more of these things, chances are it would smell this and come to investigate."

"Here," Courtney quickly pulled something out of a little pack she was wearing, the cleaning solution she'd brought with her in case she was sick in the TARDIS again, "Kills ninety nine percent of all known germs."

Clara took it from her, not about to let the Professor inhale the fumes or have to touch the pieces, knowing from experience the woman's stomach wasn't quite as strong as it had been. She knelt down, taking some paper towels Courtney handed her and sprayed the spider.

But, as it turned out, she had no need for the towels after all as the spider seemed to literally dissolve before their very eyes the moment the spray hit it.

"That's…not supposed to happen is it?" Clara frowned.

"No," the Doctor agreed, before the sonic beeped and he looked at the readings, his eyebrows rising in shock, "Did you say germs?" he looked at Courtney and back at the readings, "Oh, God, this is incredible," he held the sonic up to the Professor whose own brows rose as well, "Look at the size of it!"

"It's the size of a badger," the Professor remarked offhandedly.

"What…" Clara shook her head, not getting it.

"It's a prokaryotic unicellular life form with non-chromosomal DNA," the Professor stated.

"Which, as we all know…well, not we all…well, you, certainly not…" the Doctor began.

"Doctor," Clara gave him an unamused look, telling him to get to the point.

"This is a germ," the Doctor gestured at it.

Courtney's eyes widened as she looked down at the liquid the 'spider' now was, "I'm scared, Miss," she murmured to Clara. She learned about germs, they were supposed to be microscopic! NOT this big! It was terrifying to think of, because she also knew that germs could have millions in just a single inch and if there was one there…there had to be more…

"Ok," Clara reached out to pull Courtney to her.

"He'd just had a grand-daughter," Lundvik remarked quietly, pulling their attention over to her and Duke's body, "Elina. She was his first. He was my teacher. He taught me how to fly. We were both given the sack on the same day."

"Which way to the Mare Fecunditatis?" the Doctor cut in, sentiment, right now, was not going to help them, nor was guilt. Right now, they needed to investigate what was going on…so that the lives lost by the germ wouldn't be in vain.

"Please can I go home now?" Courtney whispered, "I'm really…" she swallowed, "I'm really sorry, but I'd like to go home."

The Time Lords looked at each other over Courtney's shoulder.

~8~

The Professor sorely wished she was not wearing her helmet even as they walked across the moon's surface as she was starting to get a migraine from Lundvik. The woman was constantly reaching out through the comms. To try and reach her other companion, Henry, had been ever since before they'd left the module to try and reach the shuttle not just to put Courtney in the TARDIS, but to check if Henry had even made it there to 'arm the missiles' as Lundvik had ordered him. The Professor couldn't understand the woman's constant calls to the man though, if he hadn't responded the first or thirtieth time then the chances were the fiftieth time wouldn't be any different.

"Henry, come in," and yet Lundvik kept trying, "If you don't mind, Henry, come in."

"Doctor," Clara moved closer to where the two Time Lords were leading the way, she and Courtney between them with Lundvik behind, though she left Courtney slightly behind her so that the girl wouldn't hear her whispering to the aliens, "This is dangerous now."

"It was dangerous before Clara," he countered.

"Everything's dangerous if you want it to be," the Professor murmured, thinking back to the many, MANY dangers she'd faced in her life, even the ones that were all in her head like in her first incarnation with the Doctor after the war, how afraid she'd been of everything, of thinking.

"Eating chips is dangerous," the Doctor agreed, you could choke.

"Crossing the road."

"It's no way to live your life," he glanced back at Courtney, "Tell her."

"You're supposed to be teaching her," the Professor agreed.

Clara just rolled her eyes, "Look, I have a duty of care, ok? You know what that is?"

"I AM a Professor, Clara," the Professor reminded her.

"And I'm a Doctor," the Doctor nodded, "Course we know what a duty of care is. What are you suggesting?"

"She's fine, Clara."

The Doctor eyed Courtney, "What are you, thirty five?"

"Fifteen," Courtney huffed.

Clara shook her head at them, "She's a human, Doctor, not a Time Lord."

The Doctor just waved it off as they reached the shuttle, "Ah, here we go, you, disruptive influence," he pointed at Courtney, "Come on," he turned and led her further in, towards the TARDIS in the little room with the bombs in it, leaving the three women waiting out for him.

The Professor was pacing, more so from a phantom need to use the loo than nerves. She was suited and strapped up so tightly that she was sure if she started thinking about actually needing to use the loo she'd be running into the TARDIS and then struggling to get out of the suit and then have to get back into it and it wasn't worth it. If she could just…hold it for a bit longer. She'd taken to rubbing her stomach, humming lightly under her breath, knowing that the vibrations within her would carry to the children without needing to be excessively loud. If they relaxed a bit and stopped shifting, stopped jabbing her organs with their little arms and legs she might be able to make this trip without a loo break. Maybe.

Ooh she shouldn't have had that milkshake before.

And now she was thinking about milk…and cookies…mmmm…

She looked over, her thoughts cut off, when the Doctor stepped out of the TARDIS, sparing a glance at Lundvik off to the side working on arming the nuclear bombs, before he turned and shut the door to the TARDIS, locking it.

"Why are you shutting her in?" Clara frowned, not sure why the door was being locked, why he was keeping Courtney in there and THEM out there, "We don't need to stay, do we?"

"Eh?" he glanced at Clara.

"It's obvious, isn't it? The moon doesn't break up."

"How do you know?" the Professor countered, moving over to them, leaning against the TARDIS slightly to try and keep some weight off her legs, her feet really were starting to hurt…and that was saying something given some of the exercises and training that the High Council had forced her to go through.

~/~\~

_She winced as her foot dug into something jagged, not able to pay more mind than that to the pain throbbing and shooting up her leg and into her very spine. She'd stepped on something sharp, she knew it, something had cut into her foot she could tell…but she couldn't stop, the others were coming and she needed to get to the check point before they reached her._

_So she ran, as fast as she could, needing to get farther away._

_It was a test, yet another endless, bloody test the High Council was forcing them through, needing to weed out the weaklings from their numbers. The Academics…she didn't know how they were making it this far, they were just trying to survive at this point. None of them WANTED to use the skills the Council was trying to force into their skulls, but they found themselves using them regardless, it was almost turning to instinct and that scared her more than anything._

_They'd been drugged, knocked out in their dorms. Dorms? More like over sized bookshelves with a blanket if they were lucky. But that wasn't the point. They'd been sleeping, deeper than normal. They'd all been trained to wake instantly to the slightest change in sound, in temperature, in feel of the air. So they had to be drugged._

_They'd woken up at the edge of a forest in nothing but shorts and a shirt, no socks, no shoes, none of their training weapons, no jumpsuits they'd been confined to. They couldn't even tell if it was a very detailed hologram or some sort of artificial forest. Whatever it was, they were trapped there, water of an ocean behind them. It could have been an island for all they knew, the whole lot of them, all the remaining Academics gathered together at the edge, not sure what was coming or what they were meant to do._

_It was answered quickly though when a boulder near them exploded, something firing at it from behind them. They turned to see ships, ships with guards and soldiers racing towards them, aiming and firing for them. The boulder had been a warning shot. Without even needed to think, they'd all taken off towards the forests, running through them, trying to get ahead of the soldiers hunting them from behind. And, of course, it couldn't be that easy, for right in the middle of the forest another line of soldiers was waiting to fire at them again, causing them to scatter._

_It wasn't till they'd all been divided so far that they couldn't see each other that a sound rose above the trees, telling them of the location of three checkpoints, telling them if they reached the checkpoint alive they could remain so. If they arrived injured, they'd be punished more when they were returned to the training facility. She already knew she'd be punished for her foot, she could feel the warmth of her blood squishing between her toes as she ran, the dirt caking to her as a result._

_She gasped, nearly skidding to the ground as a blast went off beside her, one of the soldiers having found her. She scrambled to her feet and took off, weaving in between the trees, trying to avoid the blasts. She could tell that the more you were injured, the harsher the punishment would be. If she could just keep it as her foot she'd be ok…_

_And, of course, her foot caught in an upturned root, sending her pitching forward and not just to the ground, but over the edge of a steep hill, very nearly like a dirt cliff if the angle had been only a bit more steep. She fell down it, rolling, trying to duck into a controlled roll, trying to keep her limbs and head closer to her body, but it was too hard, she was too sprawled out from the fall. Her limbs were getting tangled as she rolled, her arms and knees and elbows hitting various things as she rolled to the base of the hill._

_She was winded, out of breath, her ribs hurting fiercely. She managed to lift her head enough to look at her arms and legs, covered in scratches that she knew wouldn't have been there had she been wearing her jumpsuit, much like the cut on her foot wouldn't be there if she'd been wearing her assigned boots. That had been why they'd been so barely covered, easier to be injured then, more punishments to deal out._

_She half-flew to her feet when another shot blasted a hole in a stump just by her head. She spared only a single glance up the hill, spotting the soldier aiming once more, and took off into the trees once more._

_She just had to find the checkpoint…_

~/~\~

The Professor shook her head from the memory, she'd been badly injured by the end, punished severely, but she'd made it to the checkpoint alive, her foot nearly numb by the end of it. If she could survive that, endure that, this should have been nothing but it had to be said that the little tykes inside her were certainly taking a lot out of her now.

"Because I've been in the future, and the moon is still there. I think," Clara added after a moment, "You know the moon  _is_  still there, right?"

" Maybe it isn't the moon," the Professor offered.

"Maybe it's a hologram," the Doctor agreed, "Or a big painting."

"Or a special effect, an artificial creation."

"Maybe it's a completely different moon."

"Maybe…"

"Ok, really," Clara held up her hand, "Stop that. I just meant… _y_ _ou_  would know."

"We would?" the Doctor frowned, confused.

"If the moon fell to bits in 2049, somebody would've mentioned it," Clara explained, "It would have come up in conversation. So it doesn't break up. So the world doesn't end. So, let's just get in the TARDIS and go."

"Clara," the Professor sighed, "There  _are_  actually some moments in time that we simply can't see, no matter how much we use our eyes or how much we notice."

"Little eye-blinks," the Doctor nodded, "hey don't look the same as other things. They're not clear. They're fuzzy, they're grey. Little moments in which big things are decided."

"And this is one of them. We can't tell what happens to the moon, because whatever happens to the moon hasn't been decided yet."

"And it's going to be decided here and now. Which very much sounds as though it's up to us."

"Neither of you are going anywhere," Lundvik agreed, straightening, "I've lost my crew. We were the last astronauts, this is the last shuttle, these are the last nuclear bombs. We're the  _last chance_  for Earth, and you're staying to help me."

The Doctor gestured at Lundvik, "Decision made."

"Yeah," Clara sighed.

"If we could just hurry it up slightly," the Professor offered, making them look at her.

The Doctor moved to her side, frowning, "You ok?"

She nodded, "Just…tired," she smiled at him, "Hungry, achy, pregnant," she gestured at herself, she didn't want to admit all that, but if it made it faster then she'd share.

"You can stay…" he began, pointing at the TARDIS.

"And leave it to YOU?" she joked, lifting an eyebrow, "One time I tried that, you ended up with your mind swapped with a puppy's."

"That only happened once!" he huffed.

"Let's see to the moon, and then I'll rest, I promise," she crossed her hearts.

~8~

The Doctor frowned as he stood on the moon's surface once more, the Professor on one side, Clara on the other, staring down at the sample equipment that the Mexican's had left in the Sea that Lundvik had led them to. The Professor had a few papers in her hand, the survey information, a frown on her face as well.

"What is killing the moon?" the Doctor wondered as he peered from the equipment to the papers to the moon itself.

The fact that not even the Professor had an answer to that was disconcerting but, then again, it wasn't like she could really pull her glove off and touch the ground to let them know.

"How can the moon die, though?" Clara asked.

"Everything does, sooner or later," the Doctor shrugged.

"Can we save it?" Lundvik glanced over at them.

"Depends what's killing it," the Professor answered diplomatically, not making any promises.

"There are the other three," Lundvik spotted a few feet away, a set of spacesuits and mounds of cobwebs just a head of them near what appear to be cracks in the crust of the moon, what had to lead down to a chasm or something.

"Is it those germ things, then?" Clara glanced at the Time Lords as they followed the woman to the suits, all of them looking just like the one in the module, nothing but a skeleton left, "Are they like cockroaches? Is it…is it an infestation?"

Lundvik paused to consider it before she too looked at the aliens, "Is it?"

"We've only seen one of them," the Professor shook her head, "It would take an awful lot more to cause the moon to put on one point three billion tons."

The moment she finished speaking one of the spider-germs all but leapt out from one of the cracks under a rock and flew at the Doctor, attaching to his helmet and causing him to fall back onto his bum as he struggled to get it off.

"Doctor!" Clara moved to whip out the cleaning spray that she'd kept on her since they'd realized it caused the germs to liquefy, but the Professor was faster, pulling her blaster and carefully shooting the germ off the Doctor.

"It's a vacuum, Clara," the Professor reminded her, hurrying to the Doctor's side as he sat up, panting, checking his helmet to make sure it hadn't cracked or been torn, "The spray wouldn't work. You ok?" she asked the Doctor.

He just looked at her, "Well, that makes two," he remarked, before he started to laugh.

"What's so funny?" the Professor asked.

"It's just…" he shook his head, "All those times you got cross at ME for all those sentences I should keep away from, and now it's happened to YOU."

The Professor blinked at that, "Your children," she put a hand on her stomach, "Still partly your fault if it's happening to me now."

Still, it WAS rather laughable that it had finally happened to her.

"Sunlight," Clara said suddenly.

"Sunlight?" Lundvik gave her a look.

"If they're germs. My nan says it's the best disinfectant there is."

The Doctor nodded, "Shine your light down there, wife," he gestured at the deep crack under the rock.

"What are the magic words, husband?" the Professor countered, fixing the setting on her blaster to turn the torch on.

"I love you," he said instantly and without hesitation.

She paused, giving him a look, seeing on his expression that he knew very well she was asking for a 'please' and smiled, "Good enough," she mumbled, a faint blush on her cheeks as always seemed to grow there whenever he so blatantly declared his love for her around others. She turned, bracing her hand on the rock to shine her blaster down below, revealing numerous other red-jointed germs crawling all over each other inside the crack, most certainly an infestation.

"Where have they come from?" Lundvik gaped in horror at the sheer amount of them.

"They could have been there all the time," the Professor murmured.

The Doctor nodded, "It's warmish. They're multiplying, feeding, evolving," he stood up from where he'd crouched to get a better view of them and the small group quickly headed away from the horde.

"If the moon breaks up," Lundvik began, thinking, "It'll kill us all in about 45 minutes."

"47 and a half actually," the Professor remarked, frowning at the ground beneath her, if a rock the size of the moon broke up, it would undoubtedly kill everyone on earth.

"Unless something else is going on," the Doctor mumbled, moving over to another crack in the ground, flicking his yo-yo into it, grimacing when it came back wet with some rather disgusting substance which he quickly scanned with the sonic.

"There's no water on the moon," Lundvik gaped at it, utterly shocked.

The Professor, however, reached out to take the string, dangling the yo-yo at her eyeline, catching the Doctor's thoughts on the sonic's readings, "It's not water, it's amniotic fluid," she absently put a hand on her stomach at the thought, she could tell just from the sight that it was too thick to be water.

"The stuff that life comes from," the Doctor mused, glancing at the crack, "I've got to go down there."

"Doctor!" Lundvik spun to look at him.

"Back to your shuttle," the Doctor just ushered her off, "Get your bombs ready. You," he turned to Clara, "Get to the TARDIS. Get safe. Get Courtney safe. You," he then moved his finger to the Professor, who crossed her arms over her stomach and narrowed her eyes, just daring him to order her off, "Shine your light again, wife?"

The Professor smiled at that and nodded, following him towards the crack.

"Good, I'll be back soon."

"What?!" Clara followed them, "No. Doctor. Doctor!" but it was too late, he'd just jumped into the crack, "Professor!" she turned to the woman, "Why are you letting him go down there?!"

"Because I can't exactly fit any more," the Professor sighed, that was another thing she had a hard time dealing with. She…she had been expecting a new size, weight gain, she looked up statistics and pictures and so much information about how big she'd get, about what she'd be able to do or not do once she was that size…and she'd reached that size months in advance and surpassed it and she wasn't even done yet. She hadn't been prepared to be THIS big and it was throwing her off.

It should be her down in that crack, not the Doctor, but she couldn't go and if she even tried, she knew the Doctor would lock her in the TARDIS and get their mother to not let her out till it was all over. She'd rather be there, slightly on the side, to help than to be away and leave the Doctor alone.

"Will he?" Lundvik wondered quietly, "Will he be back?"

"If he says so, I suppose he will," Clara mumbled.

"He will," the Professor nodded, "Time Lords, notoriously hard to kill."

"Miss?" Courtney's voice called from a comm. on Clara's wrist, "Come in."

"Courtney?" Clara blinked, a bit startled that Courtney had been able to communicate with them.

"I'm bored. When are you coming back?"

"We're on our way," Clara winced, knowing that they should probably be heading for the shuttle and the TARDIS, but the Professor wasn't about to leave where she was shining her light for the Doctor and she was not about to leave her granny in the middle of a moonite infestation, "What you doing?"

"Putting some pictures on Tumblr."

"No!" Clara cried, "Courtney, don't put any photos on Tumblr!"

"My granny used to put things on Tumblr," Lundvik offered, only for a small moon-quake to nearly send them stumbling to the ground before it calmed. She quickly got to her feet and moved to help Clara and the Professor up…when something a few feet away, just down a short hill caught her attention, "There he is!" she gasped, rushing down it to another suit on a small cocoon, Henry.

Neither Clara nor the Professor had to look or follow the woman to know that the man was likely just a skeleton now, just as the others had been, the look on Lundvik's face was enough for them to know.

Clara looked past the woman, to what appeared to be a ravine with the ship sitting on the other side, "Was that where we landed? It looks so different."

"It was the moon-quake," the Professor explained, leaning over the much wider crack to try and spot the Doctor, "It's creating ruptures, the surface is shifting so it looks different. That ravine wasn't there before."

Just as she finished speaking, more cracks began to form in the surface of the moon, the ravine that had formed growing wider as the shuttle began to shake and tilt towards it.

"It's going down!" Lundvik jumped to her feet as the shuttle indeed fell into the ravine, the crack only getting wider and wider.

"Courtney!" Clara gasped.

"Clara!" the Professor just barely managed to grab the girl's arm to stop her, "She's fine, Clara, she's fine, she's in the TARDIS, she's protected."

"We're going to have to take cover," Lundvik ran up the small hill towards them again, "We're running out of oxygen," she gestured at her arm where a small dial was keeping track of oxygen.

Clara rounded on the crack and squatted down, shouting into it, "Doctor!"

"Today's the day, humankind!" the Doctor shouted behind them, actually succeeding in making the Professor jump with how he'd snuck up behind her, grinning like the madman he was.

~8~

"Where's the TARDIS?" Clara all but demanded as she followed the Time Lords into the module, wanting…no, needing…to know where Courtney was. She'd heard the Professor mention once, talking about some sort of Titanic replica, that the TARDIS would go to the nearest source of gravity if it was adrift in space, but it fell through a chasm! Was it still there? Was there a way to get it here? Were the HADS still in place?

"She's in the shuttle, isn't she?" the Doctor asked with a huff, pulling his and the Professor's helmets off and hurrying to one of the computers to check the records, "She'll turn up."

"Last time you said that, she turned up on the wrong side of the planet."

"You two have never gotten on, have you?"

"They get on better now," the Professor shrugged, sitting on the chair by the computer, the Doctor making it very clear he wanted her to sit on it given that he pointedly walked past it and was half hunched, half-leaned against the computer as he typed into it.

"Look," Clara rubbed her head, having followed their example and taken her helmet off, "We need to know where Courtney is."

"Clara, I told you, Courtney is safe."

"Do you have her phone number?" the Doctor rolled his eyes as Clara moved to open her mouth to keep arguing.

"No, no, no," Clara shook her head, "Of course I don't have her phone number."

"Well, what about the school? Does the secretary have her number?"

"I can't. The secretary hates me. She thinks I gave her a packet of TENA Lady for Secret Santa. Look," she sighed, "Courtney's posting stuff on Tumblr. Doesn't that know where you are?" she looked at the three others around her, all of whom didn't seem to know.

"I don't know," Lundvik remarked, "I'm not a historian."

"Phone," the Doctor held up his hand to Clara who reached into the top of her suit to retrieve it instead of her pockets, not about to risk it falling out somewhere, "I know what the problem is. Oh…" he grimaced, getting on tumblr and spotting some of the pictures that Courtney had put up of the moon and the TARDIS and the lot of them in space suits, "She can't post that. She can't put pictures of us online," he pulled the sonic out and flashed it on Clara's phone, using it to hack into tumblr and delete the photos, he was not about to let anyone use that information to track him and the Professor down, especially not now, not when there was too much, so much more, at stake if they were found by the wrong enemy.

He turned and flicked the sonic at one of the monitors on the wall and, after a small bout of static, Courtney appeared, the console room behind her, "Yeah?"

"Courtney, you can't put pictures of us online," the Professor told her, right to the point.

"Are you ok?" Clara hurried over to look at Courtney.

The girl seemed confused as to why she wouldn't be, "Er, I'm fine. What's up?"

Lundvik rolled her eyes and moved closer to the Time Lords, not quite caring at this point now that the girl was ok, but much more focused on what this all meant for Earth, "You said you know what the problem is."

"Yes, yes," the Doctor nodded, "It's a rather big problem."

"Then you may want to SAY what it is, husband," the Professor leaned back in the chair, moving one hand to her back and kneading it, the other moving to her forehead and massaging it, smiling softly when the Doctor put his hands on her shoulders and began to gently massage them absently too. Her husband was too good to her.

"Right, so, I had a little hypothesis," he began, "The seismic activity, the surface breaking up, the variable mass, the increase in gravity, the fluid. I'm sure you're getting where I'm going, wife?" he glanced down at her.

The Professor nodded slowly, "Started to at amniotic fluid," she agreed, there was really only one thing it could be whenever it was fluid like that.

"I scanned what's down there," he gave the Professor's shoulders one more squeeze before he turned and moved to the middle of the room, pushing a small mobile console with him, flicking it to create a 3D projection of the moon, complete with all the small cracks, "The moon isn't breaking apart. Well, actually, it  _is_  breaking apart, and rather quickly. We've got about an hour and a half. But that isn't the problem. It's not infested."

"What are they, then, those things?" Courtney called from the monitor, watching them.

"Bacteria," the Professor answered, her hands pulled to her stomach now, wincing slightly as the twins moved.

The Doctor snapped his fingers and pointed at her, "Tiny, tiny bacteria living on something very, very big. Something that weighs about 1.3 billion tons. Something that's living. Something growing…"

"Growing?" Clara stiffened at that.

"That," the Doctor flicked the sonic once more and the image shifted to what could almost pass for a baby dragon of some sort curled up,  _inside_  the moon.

"That lives under the moon?" Courtney leaned closer, wanting to see more.

"No," the Professor frowned at it.

Clara spun to look at her, "What?"

"That doesn't live under the moon. That  _is_  the moon."

"What the hell are you talking about?" Lundvik scoffed, as though it were so hard to believe there was something else alive in the moon while they knew there were billions of germs alive ON the moon.

"The moon isn't breaking apart."

"The moon is  _hatching_ ," the Doctor grinned widely at that.

Clara just appeared lost, "Huh?"

"The moon's an egg!"

Clara blinked at that, "Has it, er, has it always been an egg?"

"Yes," the Professor gave her a look, it was quite obvious that it didn't just turn into an egg at random and decide to host life within it.

"For a hundred million years or so," the Doctor pondered that, "Just…just growing. Just getting ready to be born," he shot a smile at the Professor, a soft look in his eyes as they drifted to her stomach.

"My belly is not an egg," the Professor remarked, pulling his attention to her eyes instead, "If these children end up 'hatching' we'll have more to worry about than what trouble they'll get into," she joked, because if they 'hatched' then they wouldn't exactly be Time Lords would they? They'd be some other sort of alien and she'd be forever traumatized and wondering if Kovarian had indeed done something to her like they had to Amy.

"Speaking of eggs though…"

"No," she cut in, giving him a look.

"But…"

"No."

"You didn't even let me ask," he very nearly pouted, a very manly and old-man pout really, but the Professor could tell it was a pout.

"I don't need to," she remarked, "I KNOW what you'd ask and we are NOT going to take whatever that is," she gestured at the creature in the hologram, admitting without saying that even SHE had no idea what sort of creature it was it was so old, "And keep it as a pet. And you are NOT," she pointed firmly at him, "Going to towrope it to the TARDIS like a leash either."

"I wasn't going to do that," he crossed his arms, lifting his chin.

She just continued to stare him down, "I know how you get with eggs and the unknown, husband."

"I'm not THAT bad!"

"So explain to me how the Academy ended up with a baby T-Rex running around the halls because you 'accidently' managed to snag an egg from the Jurassic field trip?"

The Doctor had no response to that save for a, "That only happened once."

"Did it?" she challenged, before starting to tick things off on her fingers, "Giant Eagle, Basilisk, Griffin…"

"You're using the human terms for them," he defended, knowing they were all alien species that he may or may not have picked up as eggs, curious for the surprise of what would be within, and had them hatch and cause havoc everywhere.

"Helen of Troy?" she fixed him with a much more pointed look for that one.

He winced recalling that, they'd been tasked with transporting a princess of an alien species that literally abided to the ideal of a 'stork' bringing them a child. They were a rather infertile species that created children using DNA and test-tubes and incubation pods on a sister-planet and would bring it to their home-planet for the birth. He'd accidently crashed into Ancient Sparta, lost the egg, and, when he'd tried to use the TARDIS to track it down again, he'd ended up years in the future where 'Helen' had already been born, along with her twin brother, adopted by another family, and the Trojan War was already well on its way. It was a good thing that the scientists often made a secondary set of a child in case something happened during the transportation and he'd been able to use the TARDIS to get the second child to its parents without them knowing he'd accidently lost the first and sparked a war on Earth.

The Professor STILL didn't know how he'd managed to get them ended up on Earth when the sister-planets were literally right next to each other.

"Didn't hold a candle to you, wife," he tried to smooth the situation over with a compliment, "I'd launch 10,000 ships to get you back."

"You wouldn't need 10,000 ships," she remarked back, starting to smile as she rubbed her stomach, "Just the TARDIS."

"She's worth 10,000," he shrugged, "You, though, are worth an infinite number of Helen of Troys."

"Even though I'm old and fat now?"

"Timeless and pregnant," he corrected, "Glowing and…"

"Ok!" Clara called, cutting into their (admittedly adorable) old-people flirting thing, now that she knew there was some sort of creature in the heart of the moon she was far, FAR more focused on that and worrying about what was going to come next to listen to their catalog of egg-hatched creatures, "So the moon has never been the moon?"

"No, no, no, it's never been dead," the Doctor sighed, turning to her, "It's just taking a long time to come alive."

"Is it a chicken?" Courtney asked.

"No," the Professor shook her head, she might not know exactly what it was, but it was certainly not an intergalactic chicken.

"Cos, for a chicken to have laid an egg that big…"

"Courtney, don't spoil the moment," the Doctor rolled his eyes.

"Professor," Clara looked over at the woman, "You…you really don't know what it is?"

The Professor sighed, "I really don't," she hated to admit it, she really, REALLY hated to admit that, "But I do think that it's unique. That it's the only one of its kind in left the universe," her expression grew sad at that, thinking about how many other things were the 'only one of its kind' left in the vast universes, it was a terrible and lonely existence.

She winced, pushing herself up to move to the Doctor's side as they looked at the image, taking his hand, at least they weren't alone any longer. And at least there would be more of them very soon.

"And I think that that is utterly beautiful," the Doctor murmured, a small smile on his face as he observed the slumbering creature.

And, of course, someone had to ruin the beautiful moment.

"How do we kill it?" Lundvik demanded.

"Why'd you want to kill it?!" Clara looked at the woman, horrified.

"It's a little baby!" Courtney agreed.

The Doctor, however, was looking at the Professor when she tensed her grip on his hand at that, her other hand now protectively resting over her stomach. By rights…in a certain situation they were both too aware of had come close to happening…there were species out there that would stop at nothing to kill the Professor and their unborn children if they found out she was pregnant, many of them.

And humans, well…they'd proven in more than one occasion that they had no qualms killing what they didn't understand or what they thought might be different or a threat.

And, well, the Professor was all three as was he and so would their children be, even if they were only ever dangerous in just the power of their minds.

"How do we kill it?" Lundvik turned to them, repeating her question.

For some reason, the human woman seemed under the impression that the two clearly to-be-parents would be ok with killing an unborn creature.

Humans.

The Professor shook her head at that, feeling a bitterness rise in her at that, a faint ringing starting in her ears once more to hear the woman so determined and focused on killing the creature she didn't even understand.

"Kill the moon?" the Doctor scoffed at that, but Lundvik just nodded, "Kill the moon," he frowned, flicking his sonic to end the hologram, knowing that the Professor would feel more upset staring at the image of the innocent creature while someone else talked of killing it. It was hard, it was hard to know what to do about this. Adipose were benign, their babies so, SO innocent, but the Racnoss were deadly and dangerous, needing to be exterminated…what was this creature? They didn't know, "Well, you have about a hundred of the best man-made nuclear weapons, if they still work," he tried to sound more condescending, tried to sound like he doubted even that would work, not wanting to say anything concrete about killing the thing. If the Professor wasn't saying how to definitely kill it, which he knew she was capable of working out within seconds of Lundvik asking the question, then he knew it meant she didn't WANT to kill it either, and he would NOT do anything that would cause his Bonded, his pregnant Bonded, his wife, distress, "If that's what you want to do."

"Doctor, wait…" Clara shook her head.

"Will that do it?" Lundvik continued resolutely.

The Professor let out a breath at that, frowning, feeling a firm kick against her hand, the twins were growing agitated and that ringing in her ears was getting louder…it was almost like she could start to hear her hearts beating in her ears.

"A hundred nuclear bombs set off right where we are, right on top of a living, vulnerable creature?" the Doctor frowned, "It'll never feel the sun on its back."

"And then what? Will the moon still break up? You said…you said we had an hour and a half?"

"Well, there'll be nothing to make it break up," he reasoned, though he kept glancing at the Professor out of the corner of his eye, she wasn't saying ANYTHING. Normally, by now, she'd have said something, she'd be finishing his sentences with him, but she was silent, completely silent, not even her thoughts were drifting to him, it was worrying, "There will be nothing trying to force its way out. The gravity of the little dead baby will pull all the pieces back together again," he cut off suddenly, feeling the Professor's grip on his hand tighten at that, recognizing a wince in her even if she gave no outward appearance of it besides that squeeze. He swallowed hard, this was NOT a conversation to be had around her, but now that he'd started, the humans wouldn't stop till he'd finished, "Of course, it won't be very pretty. You'd have an enormous corpse floating in the sky. You might have some very difficult conversations to have with your kids."

"I don't have any kids," Lundvik countered.

"Just because YOU don't…" the Professor began, her voice sounding raw, as though she'd been shouting or was trying to contain tears…the Doctor knew it was the latter.

But Clara cut in, sensing a fight on the horizon, "Stop. Right, listen. This is a…this is a life," she couldn't stop her glance from drifting to the Professor before she forced it to lock on Lundvik, "I mean, this must be the biggest life in the universe!"

"It's not even been born," Courtney agreed.

"It is killing people," Lundvik argued, "It is destroying the Earth."

"You cannot blame a baby for kicking," Clara crossed her arms.

The Professor let out a deep breath at that, feeling the twins kick just then, as though agreeing with Clara…but also reminding her of it. Babies couldn't help it, and they didn't know what sort of creature this one would be. If…if they'd had the chance to get the baby Racnoss away, to a distant planet where they could live and grow and die on their own, without influence by the Empress…it might have been possible not to kill them. But the Empress wouldn't give up her babies without a fight and she would raise them into the right terror her people had been. This creature…could they really say what it would be or do? It was just trying to be born right now, it had no knowledge of what was happening on Earth.

"Let me tell you something," Lundvik's tone turned harsh as she rounded on Clara, "You want to know what I took back from being in space? Look at the edge of the Earth. The atmosphere, that is paper thin.  _That_  is the only thing that saves us all from death. Everything else, the stars, the blackness, that's all dead. Sadly, that is the only life any of us will ever know."

"There's life here," Courtney called, "There's life just next door."

"Look," Lundvik rolled her eyes, sparing the girl only a glance, "When you've grown up a bit, you'll realize that everything doesn't have to be nice. Some things are just bad. Anyway, you ran away. It's none of your business."

The Professor closed her eyes at that, her grip on the Doctor's hand nearly white from what Lundvik was saying. It was too much, it was too much like she'd been, no regard for life or considerations, just a single-minded mission. And her remark about Courtney running off? It was too much like the Doctor, like what he'd done on Gallifrey and during the War. It was too close to home. She swallowed hard, her throat suddenly dry.

"I want to come back," Courtney's voice called, forcing the Professor to open her eyes, the girl was defiant, wanting to be able to have a say now that she was being told she had to BE there to be heard.

"Courtney, you'll be safer where you are," Clara shook her head, so focused on Courtney that she missed Lundvik moving to the small black case she hadn't let go of to put in a code.

The Doctor should have stopped her, or the Professor should have, but neither was focused on that at the moment. The Doctor was looking at the Professor, who had gone unnaturally pale in the span of mere seconds…and the Professor was focusing on trying to breathe, it felt like there was something contracting her chest, like she couldn't get enough air in her, like her suit was too restrictive…

"Look, I'm sorry," Courtney argued with Clara, "I want to come back, ok? I want to help."

"There's some DVDs on the blue book shelf," the Doctor called, moving closer to the Professor, his eyes on her but his words for Courtney, "Just stick one into the TARDIS console. That'll bring you to us."

He didn't care, right now, he knew Clara would argue, but he didn't care. He needed the TARDIS there, and he needed it there NOW.

Something was wrong with the Professor.

"And make sure you hang on to the console, otherwise the TARDIS will leave you behind," he added, knowing that if Courtney wasn't IN the console, then the box would just shut down and get caught halfway to them.

"So what do we do?" Clara looked at them, her gaze flickering to the Professor who seemed a bit white but not something she hadn't noticed of the woman during the course of her pregnancy, "Doctor? Huh? Professor? What do we do?"

The Doctor focused on the Professor a moment longer, she was blinking rapidly and he could see small beads of sweat starting to form on her forehead. Something was very wrong, something was wrong with his Bonded, and that…that would ALWAYS come above everything and anything else.

Until their children were born, she would always come first.

Over even the Humans.

"Nothing," he stated.

"What?!"

" _We_  don't do anything," he stepped closer to the Professor, his arm winding more around her, turning her slightly so that Clara couldn't really see her face as he cradled her to him slightly. He knew that she hated to appear weak around others, hated it with a passion, this was all he could do at the moment to guard her against that feeling while in the middle of whatever sort of attack was happening to her, "I'm sorry, Clara. We can't help you."

HE couldn't help her, not now, not with his wife in his arms, his pregnant wife who needed him so much more than the humans did right now.

There were billions of them, everywhere, on millions of planets, but there was only one Time Lady, there was only ONE Professor.

"Of course you can help," Clara argued.

"The Earth isn't our home," the Doctor shook his head, tightening his arms around the Professor, feeling her shaking against him, "The moon's not our moon. Sorry."

"Come on," Clara tried to smile, tried to make it seem like he was joking, because he HAD to be joking, "Hey…"

"Listen," the Doctor cut in, a harshness in his tone that shocked her, "There are moments in every civilization's history in which the whole path of that civilization is decided. The whole future path. Whatever future humanity might have depends upon the choice that is made right here and right now. Now, you've got the tools to kill it.  _You_  made them.  _You_  brought them up here all on your own, with your own ingenuity. You don't need Time Lords. Kill it," he swallowed hard, feeling a shaky breath on his neck at the Professor's reaction to that, "Or let it live. We can't make this decision for you."

"Yeah, well, I can't make it," Clara argued.

"Well, there's two of you here," he nodded at Lundvik.

"Well, yeah. A school teacher and an astronaut."

"Who's better qualified?" he was talking quicker now, speaking almost before Clara could finish talking, he just…he needed the TARDIS to get there faster. He could feel the Professor's gloved-hands curling on his suit, she was clinging to him, he could practically feel the wrongness of what was happening to her radiating off her.

"I don't know! The President of America!"

"Oh, take something off his plate. He makes far too many decisions anyway."

"She," Lundvik corrected absently.

The Doctor though, would have laughed, because the Professor had murmured the same thing against his neck. She was still there with him, but her voice…it was weak, it was breathy and that was not a good sign. Every time he heard her voice like THAT it meant she was inches away from completely collapsing into unconsciousness, "She. Sorry," he squeezed the Professor tighter, trying to offer her strength to hang on till he could get her into the TARDIS and see what was wrong. The tools of humans were utterly useless right now, "She hasn't even been into space. She hasn't been to another planet. How would she even know what to do?"

' _Liar,_ ' the Professor's voice murmured in his head.

It was bad, it was bad now, very bad. Even her mental voice was weakening, fighting to cling to consciousness, sending his hearts racing with fear, he could almost feel her body starting to slacken against him, her hearts racing against his own in his chest.

"I am asking you for help!" Clara shouted, seeming completely frazzled, completely…betrayed that they were forcing this decision on her.

But the Doctor couldn't bring himself to care, not with the Professor in his arms in such a state and Clara just shouting at them and not even seeming to realize WHY he had to leave, why he couldn't be a part of this, why they couldn't, "Listen," he nearly snapped, "We went to dinner in Berlin in 1937, right? We didn't nip out after pudding and kill Hitler. I've never killed Hitler. The Professor's not even killed Hitler. And you wouldn't expect either of us to kill Hitler. The future is no more malleable than the past."

"Ok, don't you do this to make some kind of point!"

"It's time to take the stabilizers off your bike," he grew harder now, hearing the faint wheezing of the TARDIS approaching, and just in time, the Professor was blinking faster, he could feel her eyelashes on his neck, he needed to get her to the med-bay, "It's your moon, womankind. It's your choice."

"And you're just going to stand there?" Clara gaped.

"Absolutely not," his voice was certainly far more deep and harsh than he intended, sounding almost offended and deadly to his own ears, but it didn't matter. The TARDIS was there and he set off, guiding the Professor towards the doors and through them the moment Courtney stepped out of them.

"Doctor?" Clara frowned at them, completely disbelieving that this was actually happening, that they were both leaving, that the Professor wasn't even putting up a fight to stop him.

"A teenager, an astronaut and a schoolteacher," he waved behind him, just managing to get past the door way, keeping the stumble of the Professor hidden.

"Hang on a minute!" Lundvik rushed over, "We can get in there, can't we?" she nodded at the TARDIS, "You can sort it out with that thing."

"No," he turned to look at the humans from the other side of the doorway, "Some decisions are too important not to make on your own."

Some decisions he couldn't be a part of, because other things were more important to attend to.

His gaze flickered to Clara only a moment before he slammed the door shut to Clara's shouts at them…

A single moment before the Professor collapsed in his arms.

~8~

The Professor slowly came around to a faint beeping noise, her face scrunching as she heard a secondary sound, slightly faster in beating, and doubled. Her eyes opened to see that her suit had been pulled down to the waist with an elastic band around her stomach, a monitor keeping track of the twins' heartsbeats while another monitor affixed to her finger was keeping track of her own. She looked to the other side of the examination bed of the med-bay, not even really needing to to know that the Doctor was sitting beside her. Not only because he was holding her right hand in his own, but because he wouldn't be anywhere else, especially not after she all but collapsed in his arms, likely scaring half his regenerations out of him.

"Theta," she murmured, squeezing his hand. She didn't need to talk, he was staring right at her regardless, "What happened?"

"Your blood pressure," he explained, knowing that he had to reassure her, knowing she wasn't asking about the moon but about her brief bout of something and their children, "It got too high, something was causing you enormous stress and your body shut down to protect you from getting more stressed. And of course, you being you, you tried to fight against it and stay awake which just stressed your body out more," he reached out his right hand to rest on her stomach, "They're alright, little fighters just like their mum," he leaned over, pressing a kiss to her forehead before he sat back down, "Now…stress?"

The Professor let out a breath of relief at being alright for the moment, but knew she had to return an answer for an answer, "The…dragon, in the moon, hearing Lundvik speaking about killing it, thinking about all the other aliens I've killed, children and…" she swallowed hard, tears collecting in her eyes as the monitors began to speed up slightly.

The Doctor reached out a hand to stroke her hair, trying to soothe her.

The Professor's mind was racing, she couldn't have focused back then. It was strange and it had hit her so suddenly, so hard, that she hadn't had time to even begin to try and fight against the fear that had clutched her. It was crippling, her emotions were all over the place and things she knew shouldn't have affected her THAT much now were, twice as badly, she had no control over her emotions, over her thoughts, over her own body even and it was terrifying.

And then to think about that baby in that egg, helpless, and comparing it to the twins in her stomach, equally as helpless and Lundvik wanting to kill the alien so quickly and…

"Kata," the Doctor's voice cut through her thoughts as the monitor began to beep rapidly again, "Calm down," he murmured, getting up to sit on the edge of the examination bed.

"It's too much," she mumbled, swallowing hard as she looked at him.

"What is?"

"Everything," she sniffled, not wanting to cry, not over this, "I…I love our children, Theta, I do, inordinately, more than…more than I ever thought I could love someone besides you," she offered him a smile, "But I feel like…like I have no control. It's frightening. What if we face something like this again, is this  _always_  going to happen? Am I always going to be this weak and…"

"You are NOT weak," he cut in gently, "You are the strongest woman I have ever met Kata."

"But I don't FEEL strong," she argued, "I got scared, I got scared for one second and my body overreacted and made me pass out!" she took a breath, not wanting to shout at him, it wasn't his fault…entirely, "I was ready for it, for the changes, for the…the appetite and cravings and soreness and weight gain and…and everything. For ONE child," she paused, trying to gather her thoughts as he let her, "I read everything about it, I was ready for that, and now there's two and it's all happening twice as fast and twice as strongly and I'm…I'm trying to take it in stride, I am, and I don't regret this," she squeezed his hand, needing him to understand that, "But I don't know what's going to happen and I feel like every time I come to terms with something and accept it, something new comes up. I knew that stress was bad, to be calmer, but now it feels like if I get remotely stressed I'll faint and I don't want that…"

"Then we'll just have to make sure you don't feel stressed," he countered lightly, lifting her hand to his lips, "Kata…all our lives, you've been taking care of me, now it's my turn, quite literally, to take care of you. Please, let me."

"I'm trying but…"

"But?"

"It's hard," she admitted in a whisper, "It's hard because…leaving it to you means I have no control over it and I DO trust you, Theta, with my life, with our children's lives, I trust you with everything. But…" she shook her head, reaching up her other hand to wipe away a tear before it could really fall, "More than half my incarnations in my last cycle, they were all trapped, they all had barely any control.  _I_  had barely any control."

It was true. Her first, second, third, and fourth incarnations were reasonably in control, but three of them were SO affected by the Doctor's departure that it might as well have been her trapped in her sorrow, her anger, and her work. Then the War came, her fifth, sixth, and…well, what she'd thought had been her sixth before they'd tried to save Gallifrey had all been part of the High Council's experimentations and training, she was subjected to their control. Then one incarnation existed for only hours in trying to escape. Before she was next a captive of the Krillitanes, then too scared to function, then a soldier again and she'd lost an incarnation helping Donna.

"The last time  _I_  was truly in control in centuries was my last body and it was good," she smiled softly, "I had a good few centuries as her, but then I regenerate and…and now I'm STILL not in control."

"It's only for a short while more," the Doctor tried to reassure her, understanding how she felt. To be pregnant, her body, the one thing that had been controlled by others, that she had been trapped in, was not being occupied, essentially, by yet another force that was using her for its own purpose. Admittedly it was for a grand purpose and didn't mean harm, it was a wonderful and beautiful thing, but it WAS affecting her, it was causing a lack of control.

And after having spent a majority of her lives being controlled by others and having a lack of it in her own power…this was truly a hard way to start a new regeneration cycle.

"I know," she whispered, "I just…" she took a breath, "I don't want to be a liability to you," she looked at him, "If I get too scared or stressed and I collapse sooner, it would distract you, and don't you dare deny it," she pointed a warning finger at him, "You would and then you'd die and I…I want YOU to be able to see these babies," she half-ordered that, "If I'M carrying them, then YOU had better be there to see them."

He let out a soft chuckle, "I will, and I will take care of you," he crossed his hearts lightly, "You don't have to worry about me Kata, not now. Because now I have more than just one thing to live for but three," he smiled, "I will not fail you like I have in the past," he swore it, "I will make sure that you aren't stressed or scared ever again…"

"Liar," she murmured, though she was smiling more.

"Alright," he conceded, knowing that it was likely a promise he wouldn't be able to fully keep, "I promise I can manage that till the children are born then," he amended and she nodded, "We will BOTH see these children born and then, when they've come, your body will regulate again, and YOU will be in full control and, if it helps, I promise not to get you in this situation again."

"Liar," she started to laugh now, this time only half-cursing herself for her hormones sending her from crying mess to laughing smiler in seconds, though she was sure part of it was because of her wonderful Theta.

"True," he laughed as well, "I want as many children as we can manage," he told her gently, "But we ARE Time Lords, we have all the time in the world, literally," he gestured around, "I can wait till you're ready. And next time I'll try for only ONE child at a time."

The Professor just smiled at him, tugging him by the hand till he leaned over so she could kiss him in thanks.

"Liar."

Next time he'd probably aim for triplets.

~8~

For how relieved and reassured the Doctor had managed to make the Professor…she found herself to be THAT irritated (not upset, not stressed, but irritated) when she stepped out of the med-bay and headed back to the console room…only to find the monitor displaying Clara putting out a call to the Earth for help in the decision whether to kill the creature in the moon or not and realized that the Doctor had taken the TARDIS off and left Clara on the moon, alone, with Courtney and Lundvik for help, with the weight of the creature's life on her shoulders.

Well, she'd been that irritated and half-demanded what he'd been thinking! And when he'd explained it, his reasoning, only partly (though a very large part) being his concern for her overruling and overriding every other thought in his head for anyone else, she'd submitted that he HAD had a decent reason. But she still wanted to get to the moon and help Clara as soon as possible.

She didn't trust that Lundvik woman. Really, it felt like every blonde woman they came across was some sort of soldier intent to kill things. She'd been like that, Jenny, the captain on Hedgewick's World, Lundvik, even Rose had submitted to the 'call of the warrior.' She was starting to think blonde hair was cursed now.

Blonde…blondies…brownies…

Mmm…she could go for a brownie right now, or perhaps chocolate cake, maybe chocolate cake sandwiched between a brownie and a blondie…

She shook her head, trying to focus on the controls and not her stomach, now was not the time. Knowing her, if she didn't really focus she'd start to want eggs or omelet's because the dragon-thing was in an egg.

Scrambled eggs would be nice too.

No! She shook her head once more, throwing a glare at the Doctor as he chuckled, catching her thoughts continuously turning to food, and pulled a lever to set the TARDIS down. They'd been watching Clara on the TARDIS monitors as they tried to hurry back to her. Lundvik had been trying to detonate the bombs, apparently the earth had decided to destroy the creature, but Clara had just barely managed to leap forward and stop the detonation moments before the wheezing of the TARDIS would sound signaling their arrival.

Good on you Clara, she couldn't help but think as the girl made the right choice to save the creature instead.

The Doctor ran for the doors, knowing the Professor was in no condition to be running about after her brief time unconscious, he'd only allowed her to help him pilot when she'd pulled her blaster on him (yes he really would have to confiscate that rather soon), "One, two, three," he called, pointing to the three females standing just outside the doors, "Into the TARDIS."

"What's happening?" Lundvik shouted, a rumbling noise reaching the Professor even from the console, the hatching was increasing, she could tell. The TARDIS was also monitoring the activity…the creature was about to come, and SOON.

"Let's go and have a look, shall we?" the Doctor just grinned, shutting the door behind them, ignoring Clara glaring at him as he hurried back to the console, helping the Professor pilot the TARDIS back towards the Earth.

"Bloody idiots!" Lundvik grumbled as she hurried after him, "Bloody irresponsible idiots."

"Oi," the Professor shot her a look, "Mind your language, please," she put a hand on her stomach, "There are children present," she patted her belly.

"And what am I?" Courtney pouted, moving to the console as well, "Chopped liver?"

"I thought you were a young woman," the Professor countered, "Not a child."

Courtney blinked at that and smiled a bit.

"You should have left me there," Lundvik continued to grouse, "Let me die. I wanted to die up there with the universe in front of me, not being crushed to death on Earth."

The Doctor rolled his eyes at her negativity, "Nobody's going to die."

"Could you please let us see what's happening?!"

The Professor sighed and looked at the Doctor, "If I ever get that impatient with our children, give me a flick or something."

The Doctor chuckled at that and pulled another lever, landing the TARDIS on Earth and taking her hand to lead her to the doors, her half of her suit still turned down to just below her stomach, the arms swaying beside her as she walked, almost dragging on the floor. They stepped out to reveal they were on a beach on Earth, Clara, Courtney, and Lundvik behind them, with a clear view of the moon in the cloudless blue sky.

They could all see it now, the moon tearing itself apart, chipping away and cracking, falling apart as something inside it stretched out, what looked like wings spreading from either side of it.

"What's it doing?" Courtney whispered, staring in awe at the larger than life creature, truly looking like a dragon, but with a bit of tentacles it appeared to it, a roar actually echoing down to them.

The Professor smiled, "It's feeling the sun on itself. It's getting warm."

"The chick flies away and the eggshell disintegrates," the Doctor nodded, moving an arm around the Professor's shoulders, watching, "Harmless."

The Professor gave a nod of her own at that. They'd been worried about that, that if the moon had really been solid rock that it  _would_  cause devastation on Earth to be hit with the remains. But the moon couldn't be entirely solid rock with that creature in it. And even if it WAS rock and not some advanced sort of eggshell, the pieces breaking apart would be so thin that they'd burn up easily in the atmosphere, keeping Earth safe regardless.

Clara, who had been more looking at the Time Lords than the creature, took a deep breath, trying to steady her shaking voice, keep the tears out of it. She could tell the Professor would be able to tell if she didn't really TRY, and she was NOT going to have this conversation or breakdown before Courtney, "Did you know?" she demanded.

"You made your decision," the Doctor commented, not answering, "Humanity made its choice."

"No," Lundvik frowned, "We ignored humanity."

"Well, there you go."

"So what happens now, then? Tell me what happens now."

The Doctor smiled and looked at the Professor, "Care to do the honors?" he asked, knowing that, after her little moment before, she needed to feel in control, she needed to feel like she could contribute something, that she was still useful.

The Professor took a breath and closed her eyes, letting her senses out, letting her Time Lord sense tell her what 'might be' of the future of mankind now, using also what she knew of the humans from her lessons in the Academy as well, "In the mid-21st century humankind starts creeping off into the stars, spreads its way through the galaxy to the very edges of the universe," she let her breath out, thinking about Donna for a moment, about how they'd seen the evidence of the humans spreading out, thought of Adelaide and her family legacy spreading out as well, "And it endures till the end of time," she patted her stomach at that, her mind briefly turning to the Master, to Utopia and the Toclafane, the proof that the humans would endure to the end.

"And it does all that because one day in the year 2049," the Doctor picked up, "When it had stopped thinking about going to the stars, something occurred that make it look up, not down," he gestured at the moon, taking a bit of 'artistic license' in describing the future. It wasn't exactly something the others wouldn't be able to guess would happen next, "It looked out there into the blackness and it saw something beautiful, something wonderful, that for once it didn't want to destroy. And in that one moment, the whole course of history was changed."

The Professor glanced back at Courtney, "Not bad for a girl from Coal Hill School," and then at Clara who was standing rigidly beside the girl, "And her teacher."

"Oh, my gosh!" Courtney gasped, pointing at the sky, "It laid a new egg!" and indeed it had, a new moon hung in the sky, looking remarkably similar to the one that had just broken apart save for lack of craters, "It's beautiful. It's beautiful."

"I've seen better," the Doctor shrugged, squeezing the Professor closer to her, looking at her pointedly even if she wasn't looking at him. He smiled, seeing her shake her head at him, all too aware of his actions.

"That," the Professor nodded at it, "Is what we call a new moon."

Courtney looked over at Lundvik, the woman staring at the new addition to the sky with tears in her eyes, "You can be the first woman on that!" she cheered, knowing how important it was to the woman to do something like that, to be something special. She paused a moment at that, smiling to herself as she realized SHE was special too, not only had she been one of the first women to the moon…she'd helped SAVE that creature, she'd saved something's life in the future…and that was awesome.

"I think that somebody deserves a thank you," the Doctor murmured, shooting a look at Lundvik.

"Yeah, probably," the woman let out a breath and looked at Clara, "Thank you," she told her sincerely, "Thank you for stopping me. Thank you for giving me the moon back."

The Professor's small smile started to fade as she glanced at Clara to see the girl was still silent, no remark, no sass, not even a smile for Lundvik, not even a 'you're welcome.' While she'd been quite like the Doctor in walking into the cobwebs earlier, she could see a bit of herself in Clara.

When she  _wasn't_  talking, it was time to worry.

"Ok, Captain," the Doctor looked at Lundvik, "Well, you've got a whole new space program to get together. NASA is er," he looked around, trying to get his bearings, till the Professor pointed in one, "It's that way," he mimicked her direction, "About two and a half thousand miles."

"Have you still got those magnetic bracelets?" the Professor turned to Courtney, knowing it was time to get back.

Clara was clearly distressed about something and the sooner they left the sooner they could talk to her about it.

~8~

The Time Lords were still in their space suits, though both now had them hanging from their waists, setting the TARDIS down back in the cupboard of Coal Hill, as Clara and Courtney came up from beneath the console where they'd stored their clothing from before, both of them dressed and ready to return to the school.

Clara moved over to the edge of the console, her arms crossed over her chest, the opposite end of the console, seemingly as far away from the Time Lords as she could get, Courtney taking one more picture of the TARDIS and promising the Professor she wouldn't show anyone it.

"Not that it's any of our business," the Doctor began, looking at Clara, "But the Professor and I both think you did the right thing."

"Yeah, you're right," Clara gave him a hard look, her voice matching it, "It's none of your business. Come on, Courtney," she looked at the girl, "Off you go. Double Geography."

"Can we do it again?" Courtney asked even as she headed past Clara and towards the doors.

"Go," Clara shook her head, "Go, go. Chop chop," she waited till Courtney had left the box before rounding on the Time Lords, fixing them with a glare, "Tell me what you knew."

"Nothing," the Professor crossed her hearts.

"We told you," the Doctor rolled his eyes, seeming exasperated, as though Clara hadn't paid enough attention, "We've got grey areas. Even the Professor."

"Yeah," Clara almost spat, startling them enough to make them exchange a concerned glance, "I noticed. Tell me what you knew, or else I'll smack you so hard you'll regenerate. BOTH of you," she threw a glare at the Professor.

All it served to do was make the Doctor take a protective step in front of her, something none of them had expected was Clara to threaten them, even if it was just talk of a slap, but any mention of regeneration used as a threat against his wife was not something the Doctor would stand for.

"Clara," the Professor put a hand on the Doctor's arm, stepping beside him, trying to reassure him while also see what was wrong with Clara. She hoped the Doctor hadn't said something horrid when he'd left her on the moon, that whole moment from when Lundvik had begun to ask how to kill the creature was a bit of a blur to her, "We knew that eggs are not bombs. And, of all the creatures we've encountered, hardly any destroy their nests."

"Essentially," the Doctor added, "What I knew was that you would always make the best choice. I had faith that you would always make the right choice."

He gave her a look, as though she should understand something with what he'd just said.

But Clara's gaze only grew harder, colder, "Honestly, do you have music playing in your head when you say rubbish like that?"

The Doctor frowned, "It wasn't our decision to make. I told you…"

"Well, why did you do it?!" she snapped, "Was it for Courtney, was that it?"

"You wanted us to prove she was special," the Professor argued, "First woman on the moon, saved the Earth from itself, and becomes the President of the United States."

"She met this bloke called Blinovitch…" the Doctor began to add when Clara cut in.

"Do you know what?" she nearly shouted, tears forming in her eyes, "Shut up! I am so sick of listening to you two!"

"We didn't do it for Courtney," the Doctor amended, "We didn't know what was going to happen on the moon."

The Professor frowned, catching sight of a glimmer in Clara's eyes, "Do you think we're lying?"

"I don't know!" Clara raged, "I don't know. If you didn't do it for her, I mean. Do you know what? It was…it was cheap," she pointed accusingly at the Doctor, "It was pathetic. No, no, no. It was patronizing," for some reason her pointing finger spun to the Professor for that as well, as though she still hadn't realized the Professor hadn't been silent in an attempt to teach a lesson or agree with the Doctor, "That was you two patting us on the back, saying 'you're big enough to go to the shops by yourself now. Go on, toddle along!'"

"No," the Doctor shook his head, his expression hardening at how Clara was starting to shout and accuse the Professor of something she hadn't done, "That was me allowing you to make a choice about your own future. That was me respecting you."

It was, it was a sign of respect to CLARA alone more so than the others, but it was still a sign of respect to the girl, to give the decision to her. To allow HER to make a decision HE or the Professor would have made. It was an incredible show of trust and faith in her judgment…and she was throwing it back in his face as though it were a punishment?

"Oh, my God, really?" Clara scoffed bitterly, "Was it? Yeah, well, respected is  _not_  how I feel," she didn't even allow them a chance to respond to that, "I nearly didn't press that button. I nearly got it _wrong_. That was you, my friends, my  _grandparents_ , making me scared. Making me feel like a bloody idiot!"

"Language," the Professor muttered weakly, startled from the utter venom in Clara's voice.

"Oh, don't you  _ever_  tell me to mind my language," she rounded on the Professor now, her rage and anger and hurt at the Doctor pouring over to the Professor as well. She knew she shouldn't be shouting, not at a pregnant woman, especially considering she'd felt so badly when Danny had shouted at her before, but she just…she couldn't stop, she was on a roll and not a good one, she was too worked up, to lost in her feelings of utter betrayal at the both of them to be tempered into minding her tongue and volume with the Time lady, "And you!" she glared at the Doctor, "Don't you  _ever_  tell me to take the stabilizers off my bike. And don't either of you  _dare_  lump me in with the rest of all the little humans that you think are so tiny and silly and predictable. You walk  _our_  Earth, the both of you, you breathe  _our_  air. You make us your friend, and that is _your_  moon too. And you can damn well help us when we need it!"

"We were trying to help!" the Professor very nearly shouted, only a kick against her hand on her stomach preventing her from doing so, trying to mind her blood pressure and stress.

"What, by clearing off?" Clara scoffed.

"Yes," the Doctor cut in, he HAD been trying to help. He'd been trying to help BOTH the Earth and his wife at the same time, but the thing was HE couldn't personally help the Earth at that point, but he HAD made sure that the earth did receive their help…through Clara.

"Yeah, well, clear off!" Clara ordered, spitting her rage at them, "Go on. You can clear off. Get back in your…your…your bloody TARDIS and you don't come back!"

She spun around and stormed for the doors as both Time Lords called after her.

"You go away!" she hissed as she reached the doors, openly crying now, tears of anger and betrayal pouring down her cheeks, breaking their hearts more than any of the words she'd shouted at them, "Ok? You go a long way away!"

And with that, Clara ran out of the doors, slamming them behind her, leaving to very confused, bewildered, and hurt Time Lords in her wake.

* * *

**Notes for the Chapter:**

> This episode always made me sad to watch, but I hope you enjoyed the fanfiction version :)


	8. Mummy on the Orient Express

"I don't understand why we're doing this," the Doctor muttered as he puttered around the console, the Professor double-checking the coordinates with one hand, her other on the middle of her back. Clara was off somewhere in the wardrobe, getting ready for this trip, the Time Lords were already all dressed and ready, having picked up their wayward companion (they weren't even sure Clara wanted them as grandparents any longer) prepared for the trip. He was wearing a typical suit though with a bit of a bigger and looser bowtie than his last self wore and, try as he might, he couldn't seem to look away from his wife very long.

She was glowing in her pregnancy, despite the scowl on her face as she focused on the controls. She was bigger than before, getting bigger every day it appeared to him, though he never said a word about it for fear of upsetting her. But with the changes came even more back pains that she'd been experiencing while on the moon. It seemed like every time she moved or sat or turned a spasm of pain would hit her. It was a constant for her now and it bothered him immensely that he couldn't do much to help save rub her back whenever he could. Her legs, he loved her legs, had hoped she would wear a shorter dress to show them off, but she was covering them up even more, claiming her ankles were non-existent now with how swollen her feet had gotten. He rubbed them every night for her, no complains at all, not even with a request from her, he just did it because he knew it was something bothering her and anything and everything he could do to make her more comfortable he'd do in half a heartsbeat. With her back pain though also seemed to come heartsburn as well, whether she'd just eaten or not or no matter what she ate she always seemed to get that tightening in her chest and a bit winded. So he was sure to always carry something in his pocket, a snack or a pudding packet or something that she could munch on no matter what time it was or where they were.

But, despite all that, she truly did look lovely as he gazed at her. Even though she had adamantly refused to wear a shorter dress, they had managed to compromise for a sleeveless one that showed off her arms and shoulders. It was a deep black dress with just a hint of a sparkle to it, making it seem like she was dressed in the stars she loved to look out through the doors of the TARDIS as they drifted in space. It wasn't the loosest gown, it showed off her stomach beautifully though, something he was infinitely pleased with, he loved being able to really see her stomach like that instead of partially hidden by her jacket at times. It collected at the top, near her neck and twisted behind it to hold the gown up, leaving her shoulders bare despite her wearing her hair down to cover them slightly. She had given him a bit of a fight about it, claiming that her arms were chunky and swollen and fat and a number of other synonyms till she eventually relented to his request…on the condition that she was allowed to strap her blaster to her leg just in case there was any trouble.

He had no qualms with that.

Because if she needed it, he might get a flash of her legs after all.

"Because we need to butter up Clara," the Professor reminded him.

The girl had been furious at them and, while at first, they had both been utterly lost and confused as to why, feeling like it had come out of nowhere and…well it really had. Clara had been in far worse situations than that and hadn't reacted quite so explosively. They truly couldn't fathom what was going on that would lead to her storming out like that. They'd talked about it for quite a while, trying to work it out, gotten a bit distracted in the midst of it all, but they were fairly certain that they knew what had happened now and why Clara had shouted and rushed out. But Clara was still fairly incised, it appeared, and they had offered her a 'farewell trip.'

They had no plans for it to be a farewell trip at all but they wanted to take her on just one more, a nice and calm one, a dinner that they could talk about what happened over. And, if they could get her out with them then she'd HAVE to listen to them or they simply wouldn't bring her back till she had.

The Doctor hadn't been fond of the idea at first. After the initial confusion wore off, his anger had taken root, very disappointed in the girl for shouting not at him but at the Professor as well. The Professor had tried to remind him that Clara likely still had no idea that something had been wrong with HER during that debacle, that from Clara's point of view it seemed very different than what THEY knew was happening. He had refused to listen to her for ages, had been perfectly content to let Clara stay on earth and never travel with them again. He didn't need some pudding brained human shouting at his pregnant Bonded and if Clara was going to be that way then she could stay with her Maths Teacher for all he cared.

The Professor knew it was just the anger talking and, once she'd gotten him to calm down with quite a few of his favorite trips and foods and stories and music and regaling stories to their children of him while he was in earshot…he'd finally agreed to give this a shot. But he'd made it very clear this was the ONLY chance he was going to give Clara again. If they couldn't get through to her and explain what had happened and, one of his demands, get a proper apology out of her, then she was going right back to Earth and they would find another human or perhaps give them both a reprieve and travel alone, just the two (soon to be four) of them for a while.

So this was a fairly important trip, to the Professor especially. Her emotions had just been completely shot and if she thought she'd been a mess before it was nothing compared to recently. She cried at the drop of a hat, she got angry for the smallest things, she laughed when it was completely not remotely funny…or at least that's what the Doctor was sure of. There had been a time only the other day where she couldn't look at his eyebrows without bursting into laughter. And he knew that she still saw Clara as a granddaughter even if the girl was upset and she wanted to mend that relationship if it could be, it was important to her, it was what SHE wanted…and he would not begrudge her that.

"Couldn't we have just taken her and Maths to a honeymoon spot or something then?" he huffed, "Given them a wedding gift or something."

"That would work," the Professor nodded, "If they were even close to being engaged," she reminded him, "He hasn't proposed to her so it would be a bit early to spring that on her. And…not exactly the best record when it comes to trying to gift companions with trips like that."

He chuckled slightly at that, thinking of the numerous flubs with Amy and Rory, "I suppose," he agreed begrudgingly. He watched her working for a moment before walking over to her and taking her hand from her back, moving his own there to kneed the muscles for her, smiling when she smiled and closed her eyes, resting her head on his shoulder as he worked, "Do you think it will work?"

"I hope it does," she sighed.

"And if it doesn't?"

"Plan B then."

"Which is?"

"Guilt," she mumbled, nearly moaning as he managed to work out the knot in her back, "Sad eyes. Remind her that Danny shouted at me and then she did the same for almost the same reason she got cross at him for."

He laughed at that, it would be something sneaky and underhanded she'd resort to if the first plan failed. And, they could tell, even with how still angry Clara seemed when they'd first picked her up, there HAD been a flash of guilt in her eyes, as though she regretted shouting at them, but not enough to apologize. The Professor was rather good at manipulation when she needed to be, so long as it got Clara to at least listen, he would help her.

"We there yet?" Clara's voice called as she joined them back in the console room, dressed reminiscent of a flapper, her hair in a bob to complete the look.

"Very nearly," the Professor nodded, pulling away from the Doctor to reach for a lever, pressing it down and landing the TARDIS with a soft thump.

The Doctor said not a word as he held out an arm to the Professor to take, leading her towards the doors and stepping out to see they'd landed in a train baggage compartment, suitcases stacked around the box. He held the door open a moment longer, waiting for Clara to step out before he shut it behind her, "Your train awaits," he gestures around.

"Wonderful," Clara looked around, not quite impressed with that particular cart.

"It's the baggage car," the Professor defended, a flash of near-exasperation striking her before she pushed it down, her hand rubbing her stomach as though to tell the twins to stop making her jump to the highs of her emotions so quickly.

"The real wonderful is through here," the Doctor agreed, leading them to a door and pushing it open, revealing a lounge car before them, music drifting from the band that was playing on a small platform where a young woman was singing 'Don't Stop Me Now' by Queen. People were walking about through it, it was that large, with rather plush chairs lining the sides of it, a bar at the other end, with an armed man positioned at each door, "There were many trains to take the name Orient Express," the Doctor mused with a smile.

"But," the Professor gently turned Clara to look out one of the nearby windows, revealing nothing but the black of space speckled with stars, "Only one in space."

"Of course it is," Clara let out a breath, trying to keep the awe from it and failing rather badly at it.

The Professor smiled at that, pleased, "It's a fair recreation of the original Orient Express."

"Except slightly bigger," the Doctor shrugged, "And in space. Oh, and the rails are actually hyperspace ribbons…" he trailed off, about to go on about more small discrepancies, when he caught sight of the look his wife was shooting him.

"But in every other respect, identical," she insisted, "Painstaking attention to detail…"

She let out an annoyed breath when a rather large man, with a big red beard but no hair on his head, shoved past them, dressed in a steampunk style, with an eyepatch over his eye.

"Most of the time," the Doctor fought not to laugh at the irritated look on the Professor's face.

"Hate you," she muttered, a bit of her last incarnation peeking through, her hand resting on her stomach.

The Doctor just grinned widely, knowing that it was in reference to half the things he said being proven wrong only moments later. This time it was HER that had been proven wrong, if in a minor way, all those sentences he should have stayed away from. Now it was her turn. But he knew she meant it as the children, because they were his but in her his habits and luck would affect her even more.

"No you don't," he reached out, putting a gentle arm around her shoulders and smiling at her. His own smile probably would have grinned if he hadn't caught sight of the slightly sad smile on Clara's own face, making him huff, the moment over, "You're doing it again."

"Doing what?" Clara wondered, glancing at him slightly.

"The smile."

"Yeah, I'm smiling?" she shook her head, not sure what that had to do with anything.

"It's the sad smile. It's a smile but you're sad. It's confusing. It's like two emotions at once. It's like you're malfunctioning."

"Sorry?"

"I make the sad smile sometimes too," the Professor reminded him.

"Yes but I can read  _your_  smiles," he countered, looking at her, "I know every single smile and what they all mean and why and it's not just because I can read your mind," he tapped her head, "It's because it's you."

"Shall I clarify her smile then, husband?" the Professor gave him a soft smile in return, the one he knew meant that she had been touched by his words and thought them sweet.

"I would be grateful, wife," he whispered.

She shook her head lightly at that, still smiling, "It's a wistful and resigned smile," she explained, "Bittersweet," he frowned at that, not making the connection to why Clara's smile would be like that. The Professor nearly laughed at the sight of it. He could interpret her smiles and know what it meant. If SHE had been wearing Clara's smile for Clara's reasons, he'd know instantly why. And even when she explained what Clara's smile meant, he still wasn't getting it, because Clara wasn't her, "She's bittersweet about being here, in this train, with us, right now, like this."

The Doctor seemed a bit puzzled still, "I just thought this would be a good one to…"

"To end it," Clara cut in quickly, as though she didn't want to hear him say that, making them look over at her, "Yeah. It is. It's a good choice. A good one to end on."

The Time Lords were silent at that, not about to tell her that they didn't plan to end it on this at all. But if they could keep that bittersweet feeling going, that sort of 'not wanting to let go' notion, perhaps they might be able to get Clara to listen more than before.

"Shall we?" the Doctor asked instead, taking a flute of champagne off a tray of a passing maid, handing one to Clara and keeping one for himself, offering his arm to a pouting Professor who couldn't join in the drinking in her condition.

They wandered a little more into the car, listening to the woman singing in the background till the Doctor scoffed, "Rubbish."

"What is?" the Professor looked at her as Clara sipped her drink.

"The entertainment."

The Professor glanced at the woman singing, "She's fair."

"But she's not you," he looked at her pointedly, "I can't wait till they come," he rested a hand on her stomach, "So that I can hear you singing them to sleep."

"YOU could sing to them too," she pointed out, though her cheeks were flushing.

He snorted at that, "I'm worse than a tone-deaf moose."

The Professor considered that a moment, "True," she nodded, laughing at his mock-offended expression, "You'd give them nightmares!"

Before the Doctor could retort, even playfully, a speaker chimed and a man's voice called over it, "Ladies and gentlemen. If you would be good enough to look from the windows on the right of the train, you'll be able to see the soaring majesty of the Magellan black hole."

The trio turned to look out the window with the other passengers, the Professor's smile growing nostalgic, "I remember when this was all planets as far as the eye could see," she remarked.

The Doctor nodded absently, rubbing her shoulder, that had been an adventure and a half, "All gone now. Gobbled up by that beast," he sighed when he caught sight of Clara's reflection in the window, that look back on her face, "And there's that smile again. I don't even know how you do that."

"I really thought I hated you, you know?" Clara murmured, turning to look at them, "I truly thought I hated the both of you."

The Professor looked at her for that, hearing a twinge in Clara's voice. As though the girl wasn't sure if she really did hate them at one point or wasn't sure how she could possibly have thought she did.

"Well, thank God you kept that to yourself," the Doctor rolled his eyes, his grip on the Professor tightening, not wanting her to be upset by Clara's words, so he changed the subject back to their past adventures, "Do you remember that planet, Obsidian?"

"The planet of perpetual darkness," the Professor nodded.

"I did," Clara seemed to come to a decision, "I  _did_  hate you two. In fact, I hated you for weeks!"

"Clara…" the Professor sighed at that, she knew hatred, the two of them did, Clara…whatever she'd felt for them, she was fairly certain it wasn't quite  _hatred_.

"Good, fine," the Doctor seemed to be getting more than a bit irritated now, this was not a topic he wanted to discuss, this was not something he wanted the Professor to hear from the girl she thought of as a granddaughter. He was very much aware that this incarnation of himself was more distanced from the humans, more disillusioned by them, much closer and tied to the Professor than ever before. She was truly his whole world, their children included, and all others were more like moons that orbited her, not needed or entirely useful at times but good for company. He had been trying to find that closeness to Clara that his last self had had, really he'd been trying, but this was the first time he was actually happy for that loss of relation between them. Not caring the same way he had, so deeply, he wasn't as affected by the girl's words. She hated him? Fine, let her hate HIM, but he would not let her hurt the Professor, "Well, I'm glad that we cleared that up. There was also a planet that was made completely of shrubs…"

"I went to a concert once," Clara kept on, nearly making the Professor laugh at the flat out irritation on the Doctor's face at constantly being interrupted, "Can't remember who it was. But do you know what the singer said?"

"Frankly, that would be an absolutely astonishing guess if I did know," he muttered, not seeing a point in even trying to talk about something else if Clara was going to be like this. Best to just let her finish so he could finally talk.

"She said, 'hatred is too strong an emotion to waste on someone that you don't like.'"

"Were people really confused? Cos I'm confused. Did everybody leave?"

"Doctor," the Professor sighed, shaking her head. She knew why he was acting like that, why he was being a bit condescending. Clara had struck a nerve with him, and he was not happy with the girl for what she'd been saying before. She could see his thoughts, they were largely focused around her, around if Clara's words hurt HER.

"Look," Clara huffed, "What I'm trying to say is…I  _don't_  hate you. I could never hate you. But I can't do this anymore. Not the way you do it."

"Clara," the Professor shook her head, "The way we do it is the way we do it. The way YOU'VE done it in the past. What's changed since then?" she gave Clara a pointed yet soft look, "And don't say us," she cut in when Clara moved to open her mouth, "You travelled with us, the new us, you know how WE travel now. Maybe what you think of 'how we do it' isn't exactly what we're really doing."

"That didn't make any sense."

"Neither did your singer person," the Doctor commented, looking between the women, "Can I talk about the planets now?"

The Professor let out a long breath but waved him on, knowing that Clara would need time to process what she'd said, work it out what she'd meant, pushing too much wouldn't help Clara listen to them. But maybe confusion would. Maybe saying something that got stuck in her head and made her want to work out would.

"Thedion Four," he continued, "Constant acid rain. Had a lovely picnic there once, didn't we?" he smiled at the Professor.

"Oh yes," she rolled her eyes, "The gasmasks were a lovely touch and exactly how I wanted to spend our anniversary. Being unable to kiss my husband."

"We're not wearing gasmasks now," he remarked, leaning in to give her a kiss…and only managing barely a peck when another voice speaking caused him to pull away.

"That's a lie," a blonde woman spoke up beside them, she seemed rather pale and frail a woman, a bit fragile looking and jumpy.

"I'm sorry?" the Professor turned to her, feeling indignation rising at being named a liar when she and the Doctor both knew they'd spoken the truth.

"That's a lie," the woman repeated, "What you said. Thedion Four was destroyed thousands of years ago, so you couldn't have been there."

Oh, THAT sort of lie, the not-a-lie-at-all, not for time travelers at least.

The Doctor seemed just about to go on a rant about how it WAS possible to be there, when one of the guards came over, a bit of a shorter man with a uniform decked out in medals and gold decorations, a gun in his holster, the chief it appeared, "Miss Pitt, are you sure you wouldn't rather rest in your room?" he asked, speaking so gently, too gently, and too pointedly gentle for them to not guess that there was something off about the woman speaking to them that had to be dealt with lightly.

"Those two are liars," the woman, Miss Pitt, pointed at the Time Lords, the Professor seeming more amused now while the Doctor appeared exasperated.

"Perhaps you'd allow Mr. Carlyle here to escort you back," he gestured to another guard in uniform, less decorated than his own.

"It'll be alright, miss," the man reached out to offer her his arm, "Just come with me."

The chief nodded at the guard as the woman was led away before he let out a sigh and turned to the trio, "Sorry about that. I suppose it's understandable in the circumstances. I don't believe we've been introduced. Captain Quell," he held out a hand to them.

But only Clara reached out to shake his hand, "I'm Clara. This is the Doctor and Professor," she gestured at them.

"Ah, more of you," the man nodded.

"Sorry? More who?"

"Well, we've got doctors and professors coming out of our ears on this trip," the man remarked, "So, what are you a doctor and professor of?"

"Now, there's a question that's never asked often enough," the Doctor mumbled sarcastically.

"Ooh…lots of things," the Professor smiled, nudging him slightly, getting him to return it with a smile of his own, as though the two were sharing a bit of a joke between them that had Clara shaking her head.

"In this case, let's say intestinal parasites," he offered, making the Professor roll her eyes.

Quell eyed them with a frown, "I'm beginning to think Miss Pitt was right about you."

"What's wrong with her?" Clara asked the man gently, it wasn't hard to see that something had deeply affected the woman very recently, "Did something happen?"

"You mean you really don't know?" Quell nearly gaped at them before starting to regale them with the tale of the old woman, Miss Pitt's mother, and the curse of a mummy.

~8~

"There's a body  _and_  there's a mummy," Clara huffed as she followed the Time Lords down a corridor of the train, towards a set of sleeping compartments that the Doctor's psychic paper had gotten them. They were only meant to be there for dinner, but the second that the Doctor and Professor had heard about a supposedly cursed mummy that was being transported on the train, they'd wanted to stay a bit longer and that meant playing the part of actual passengers, "I mean, can you not just get on a train? Did a wizard put a curse on you about mini-breaks?"

"It might be nothing," the Professor reassured her, they just wanted to stay and make sure that no one else died. If it was a curse or something using a curse as a ruse, they wanted to be able to help protect the others. If nothing happened that night, then it would be fine and they'd leave, but they also didn't want to worry Clara, "Old ladies die all the time."

"It's practically their job description," the Doctor agreed.

"And the monster?" Clara crossed her arms, giving them an expectant look.

"Well, seen by no one except her, which suggests that it wasn't there."

"A dying brain, lack of oxygen, hallucinations," the Professor listed off, making Clara drop her arms at the tone in the Professor's voice, as though she had experience with that, with dying and hallucinating before the end, "People  _do_  just die sometimes. She  _was_  over a hundred years old. That's rather frail an age for humans."

"Says the two thousand year old aliens," Clara muttered.

"I'M not quite that old yet Clara," the Professor reminded her, a nearly-bitter tone in her voice at how that reminder had been brought up, that the Doctor had been without her for so many centuries to protect her.

"Clara, you actually sound as if you want this to  _be_  a thing," the Doctor mused, "Do you?"

"No," Clara said quickly, too quickly if the small smiles that began to form on the Time Lords' faces were anything to go by, "No, look, fine. You know, if you think that there is nothing to worry about, then that is fine by me."

"Are you sure?"

"Ah, yes, I'm sure," she nodded firmly at that.

They didn't believe her at all.

So the Doctor smirked and raised the last of his champagne in his flute to her, "To our last hurrah."

"Our last, yeah," Clara nodded, staring at the flute more than actually raising her own flute to clink against his, "I mean, it's not like I'm never going to see you again…"

"Isn't it?" the Professor inquired, the way Clara had been shouting had given them both the impression she wanted them 'gone and don't come back' sort of thing.

"Is it?" Clara started to frown now.

"We thought that's what you wanted."

"No," she frowned deeper, "What I mean…you're going to come round for dinner or something, aren't you? Do you…do you do that? Do you come round to people's houses for dinner?"

"Of course," the Professor nodded, thinking about visiting Amy and Rory.

"Why wouldn't we do that?" the Doctor asked.

Clara shrugged, "I don't know. I thought you might find it boring."

"Is it boring?"

"No," Clara cleared her throat, lying again, before she quickly raised her own glass to his, clinking it, "To the last hurrah."

"Perhaps we can toast this again over dinner," the Professor muttered, pouting at the flutes, "In a few months. When I can actually join you both."

The Doctor just chuckled at that and put his arm around her, downing the rest of his drink before leading her into the room that had been assigned to them for the night.

~8~

"You're thinking too loud," the Professor's voice murmured in the Doctor's ear from where she was lying beside him, turned towards him, half wrapped around in as she tried to fall asleep…but he was shifting a bit and his mind was racing with thoughts about the mummy and the supposed curse.

"It's nothing," he turned his head, pressing a kiss to her forehead in promise, "Nothing."

"Mmm…" she hummed, "Definitely."

"Sure?" he eyed her, her eyes still closed, her expression relaxed.

"99 percent sure."

"Really? 99 percent?"

"Not high enough for you?" her eyes fluttered open to look into his.

"…is that the figure you're sticking with?" he narrowed his eyes, seeing a playful look in her eyes.

"I could be persuaded to lower it to 75," she shrugged, grinning.

A smile formed over his face as well as he leaned over to kiss her deeply, resting his forehead to hers as he pulled away slowly.

"Hmm…" she considered, "Yes, I was mistaken. 75 percent."

"That's jumped quite a bit," he chuckled softly, reaching out a hand to stroke her cheek with the back of one finger, "Down 24 percent…"

"Shall I drop it lower?" she looked at him.

"I don't think it would be wise for me to attempt persuading you down to 0," he mused.

"And why is that?" she teased.

But he grew all too serious, "These walls are hardly as sound proofed as the TARDIS is."

A blush shot through her cheeks at his implication and her hearts raced, a pleased feeling coursing through her at the knowledge that he still found her that attractive despite her being practically a whale in size by now and getting bigger.

"True," she had to admit, clearing her throat slightly at how hoarse it had gotten at the thought of just what activities he would have used to persuade her to make it completely not-nothing, "Persuade me then," she flicked her eyes back to his, "Out-logic me soldier."

He laughed at that and nodded, "A curse, one that's been studied and unexplained for years now."

"50 percent," she encouraged him.

"A mummy that only the victim can see."

"25."

"Our last trip on the Orient Express."

She grinned widely at that, "Oh look…I think it IS something. Yes," she nodded, "It's very much not-nothing."

He beamed at that and the two were off their bed, ready to investigate once more.

~8~

There had been a moment of pause when the Time Lords had left their room, about whether to get Clara involved or not, but, well, the girl HAD insisted she didn't want this to be real so they decided to let her sleep. If it really was just superstition, then waking Clara would only make her more irritated with them. So they'd headed down the carriages, looking for whatever might help explain the mysterious death that had happened on the train just before they'd arrived.

According to Quell, the woman, Mrs. Pitt, a few of her belongings had been transferred to engineering, to ensure that they were working properly. Apparently she'd had some sort of device she'd been sitting on that had to be investigated to make sure it had been working properly, so they decided to start there as it was the last thing the woman had been touching when she died.

The engineering carriage was rather cramped, computer screens everywhere, blueprints scattered on a table, workbenches littered with tools…but the chair, Mrs. Pitt's chair, had been rather easy to find, especially when it was the only chair in the room affixed to another piece of equipment that appeared active, bubbling away and powering up, working perfectly according to the scanner it was attached to. The Doctor reached out and picked up a plastic wrapping lying over it to scan the substance with the sonic, not about to let the Professor touch it in case it had been tampered with and was now acid or something equally bad.

"Beautiful bit of kit, isn't it?" a voice called from the other end of the room, startling the Time Lords. The Professor winced as she straightened from where she'd been leaning over the Doctor, her hand to her back at the spasm, "Didn't mean to startle you," the man before them, dressed in overalls with an engineering cap on, holding a rather heavy piece of metal, nodded at the Professor in apology, before his gaze landed on the substance before the Doctor, "The Excelsior Life Extender. It's like driving around in a portable hospital."

"Yes, well, it didn't do Mrs. Pitt much good, did it?" the Doctor countered, putting the plastic back down and standing.

"Got me there, sir. Certainly got me there. Maybe it malfunctioned."

"No," the Professor shook her head, gesturing to the scan that was still running, a log of past scans beside it, "The records show that the machine did everything it could to keep her alive."

"Yeah. And almost drained the battery doing it."

The Professor eyed him a moment for his tone, "What do you know?"

"Well, I know that when I find a man fiddling with a chair that someone died in, it's best to play my cards close to my chest."

"Really?" the Doctor mused, "Well, I know that when I find a man loitering near a chair that someone died in, I do just the same."

There was a standstill for a moment before the engineer smiled, "Perkins. Chief Engineer."

"The Doctor," he introduced, "My wife, the Professor," he gestured at the Professor as well, "Nosey Parker and Inquisitive Investigator."

Perkins set down the metal on a table and stepped over, holding out a hand to greet them properly, "Pleased to meet you, Doctor," he shook the man's hand, turning to the Professor to do the same, "Professor," the Time Lords seemed to almost be waiting for something else, but the man didn't comment on their use of titles instead of names, which was refreshing, "Course, there's a rumor that someone or some  _thing_  else might be responsible."

The Professor nodded slowly at that, it was best to get as many perspectives on what might be going on as possible, "Do tell."

~8~

The Doctor and Professor slowly made their way into the lounge car of the Orient Express, pleased to find that it was relatively empty for the moment, only a few men and women straggling about. The Professor, however, was inordinately pleased to see that a desert table had been set up and quickly made her way over to it to get some treats. The Doctor was quite sure she'd quickly 'waddled' over there, but he wasn't going to breathe a word of that description to his wife lest she try to shoot him in his knees with her blaster for it. He moved to her side though when he saw her preparing more than just two plates and went to help her carry the rest towards a table where a man was sitting, absently stroking his thin moustache as he read a book.

"What's the most interesting thing about the Foretold?" the Doctor asked as they plopped down before him, startling the man.

"I'm terribly sorry, I don't believe we've met…" the man began.

But the Doctor didn't rise to the bait of it, what Perkins had told them was far more interesting now that they had a name for the curse and the mummy and a recommendation of who could tell them more about it, a Mr. Moorehouse, another passenger. There were SO many 'curse' theories and mummies out there that it was hard to keep them all straight in your head. He knew, just from glancing at the Professor's expression as Perkins spoke to them, that she was trying to think if she had heard of the Foretold before and, judging by how frustrated her expression had gotten, she either didn't know or DID know but couldn't recall. He hadn't asked her either, not wanting to make her feel worse. He knew how important her mind was to her, and having the twins, it was distracting her in a way she hadn't anticipated. It made it harder to focus and he didn't want to bring it to light or make her have to admit that out loud.

"You know," he shrugged, waving the man's opening off, "The Foretold. Mythical mummy. Legend has it that, if you see it, you're a dead man."

"Yes," the man nodded slowly, "I know what it is. You see, I happen to be…"

"Emil Moorhouse," the Professor spoke, her voice slightly muffled by the rather large bite of apple turnover she'd taken, swallowing hard so as not to be completely rude and free up her mouth, "Professor of Alien Mythology. I'm a Professor as well, also of Alien Mythology, but I can't recall having heard of the Foretold before. Ooh," she blinked and nodded beside her, "This is my husband, the Doctor."

"So," the Doctor picked up, seeing the man about to question them, unlike Perkins, about their use of title and not name, "The most interesting thing about the Foretold. Go."

"Er, well, it would have to be the time limit given before it kills you," Moorhouse supplied, "I can't think of another myth where it's so specific. How does it go? Er, 'The number of evil twice over. They that bear the Foretold's stare have sixty six seconds to live.'"

"Hmm…" the Doctor hummed, before looking at the Professor, putting his arm over the back of her chair, "What do you think?" he asked, reaching out for a cookie on her plate, only for her to slap his hand playfully, "Interesting?"

"No," the Professor sighed, "Not very. Quite atmospheric. But that's not really interesting," she glanced at Moorhouse, "Care to try again?"

"A cynical man might say that you were trying to pump me for information," Moorhouse remarked.

The Professor rolled her eyes at that, "The myth of the Foretold first appeared over 5,000 years ago," she began to rattle off the information very quickly, "In some stories, there is a riddle or secret word that is supposed to make it stop. Some characters try to bargain with it, offer riches, confess sins. All to no avail."

"You said you had never heard of the Foretold before."

"Doesn't mean I'm not a quick study nor that I can't brush up on the mythology," she countered, "Mythology which, in my field of experience, from time to time, turns out to be true."

"And that's the great appeal, isn't it?" the man smiled, quite taken to be able to passionately debate and talk about this, the Doctor leaning back and staring at the Professor as she handled this. She might not be able to run much or move as quickly as she'd like, not able to handle what she used to be, but she could do this, and he would not take that from her, "Earth legends are such dry, dusty affairs, and always fiction. But up here, in the stars, anything's possible. That's why I chose this field, to be honest. Hoping one day I might meet a real monster."

The Professor's expression didn't change at that but the Doctor placed a free hand on her thigh, knowing where her mind would go at that remark, that the man WAS meeting a real monster right now, because she was sitting across from him.

"You still haven't answered my husband's riddle," the Professor pointed out, "What's the most interesting thing about the Foretold?"

"Well, you can't run from it, that's for sure," Moorhouse settled back, "There are accounts of people trying, but it never works. No matter how far you run, it's always right there behind you."

The Professor pursed her lips and shook her head, "Nope. Not even remotely interesting."

"Alright, I give up, you tell me," the man urged, not sure what they wanted to know because that, to him, was truly the most interesting thing about the mythical Foretold.

"Mrs. Pitt, the old woman who died."

"She died of old age," Moorhouse laughed, "Nothing supernatural."

"No," the Doctor shook his head, "That's the answer. The most interesting thing," he smiled as his wife, "Knew  _you_  would work it out."

Moorhouse didn't seem to understand, "Her death?"

"No," the Professor remarked, "The fact that you were here to witness it."

The Doctor glanced back, hearing a small commotion begin to sound behind them and stood, "Excuse me, Professors," he gave the Professor a joking wink as he headed over to where Quell was speaking to one of his crew just outside the doorway.

"Hold on, hold on," the Professor huffed, pushing herself to stand and looking down at her plates of food. She'd eaten two just talking to Moorhouse but there were still two more and she wanted to go with the Doctor but it was always best to keep at least one hand free and…

She sighed, picking up both plates and gently shaking the contents of one onto the other in a precarious pile to take with her.

"I could have carried one for you, wife," the Doctor reminded her as they turned to go.

"My food," was all she countered with, tugging the plate playfully passively towards her, making him laugh.

"Captain Quell," the Doctor called as they reached the man just on the other side of the door, in the corridor, "I think we need to talk."

"This matter does not concern the passengers," Quell turned to him, clearly thinking they'd come to discuss what he had been speaking to his crew about.

"I'm not a passenger, neither of us are," he gestured at the Professor who, with a mouth full of powdered doughnut with a sprinkle of the white powder on her lips, gave the man a brief wave. He pulled out the psychic paper and held it up to the man to see, "We're your worst nightmare."

Quell's eyes widened in horror, "Mystery shoppers? Oh, great!"

"Really?" the Professor coughed a bit to swallow and took the paper to eye it, "That's your worst?"

"Ok," the Doctor just shook his head at that, "We're mystery shoppers," he agreed, "My lovely wife could do with an extra pillow, I'm sure you can see, and I'm very disappointed with your breakfast bar and neither of us are all too pleased with the dying..."

The Professor probably would have laughed at how pale Quell kept getting the more the Doctor went on, no…actually she did laugh, before quickly covering it with a cough as the Captain shot her a glare and turned to lead them off for privacy.

~8~

The Professor sat on a plush chair as the Doctor stood behind her, his hands resting on the back of the chair, watching as Quell pulled two glasses out and began to pour some sort of alcohol into them before turning to offer the Doctor one of the glasses, making the Professor roll her eyes. Even though she knew she was pregnant and couldn't drink it, the man hadn't even so much as glanced at her, it was irritating to be seen as invisible.

"This is not exactly within your job description," Quell remarked as he observed the two Time Lords, the Doctor drinking his glass quickly and setting it back down.

"Come on, Captain," the Doctor scoffed, "Where would we all be if we all followed our job descriptions, hmm?"

"Good question," the Professor mused, thinking about it a moment. If they held true to that, the Doctor would still be on Gallifrey healing the sick while she would have likely been some sort of teacher in the Academy. She turned her attention back to Quell, going along with the Doctor's line of thought, "In your case, you'd be doing something instead of climbing inside a bottle."

Quell straightened, not sure if he was being insulted or not, "I have followed the procedure for accidental death to the letter…"

"Yes, we're sure you have," the Doctor waved it off, "And I'm sure you do just enough of your job to avoid complaints."

"You don't know anything about me!"

"Wounded in battle," the Professor stated, so matter-of-factly that Quell almost seemed shocked that she would know given he'd never met the woman before, "Honorable discharge. Had the fight knocked out of you…"

"How could…"

The Professor nodded to the wall, just above his alcohol, where a certificate that described just that from the army was hanging in a frame, "I use my eyes, I notice everything."

She wasn't about to add that she really had only noticed it because she'd been thinking that one of his drink collections looked like apple juice and she started to really want some and had looked away to stop thinking about it, catching sight of the certificate in the process.

"I bet you expected this to be a cushy desk job where you could put your head down until retirement," the Doctor spoke up, "Well, sorry, as of today, that dream is over."

"There is no evidence of any attack or other parties," Quell disagreed, thinking back to how the Doctor had mentioned they weren't pleased with the dying, as in more than one person doing so.

"Yes, so let's just sit around and wait for the evidence while the bodies pile up," the Professor muttered sarcastically, pushing herself up from the chair, giving the Doctor a nod for his help when she winced, having moved too quickly and felt another spasm.

"Or," the Doctor looked at Quell, "Here's a crazy thought, we could do something to stop it."

"So why don't WE?" the Professor looked at him, "We've never needed permission of others before. Why start now?"

The Doctor blinked at that and turned to glance at Quell, as though just realizing how true that was, "Why ARE we even talking to you?" he had to wonder, before shaking his head and taking the Professor's hand to step out into the corridor…almost walking right into Perkins as he stood there waiting for them with a set of rolled parchment in his hand.

"Er, passenger manifest," Perkins held up one of the rolls, "Plan of the train, and a list of stops for the past six months…"

"Quick work, Mr. Perkins," the Professor commented, pleased by the efficiency and taking the roll of passenger names.

"Maybe  _too_  quick," the Doctor's eyes narrowed suspiciously at him.

"Yes, sir, I'm obviously the mummy," Perkins deadpanned, "Or perhaps I was already looking into this."

The Professor laughed at that, "I like you, Perkins."

"Hey," the Doctor frowned at that.

The Professor just turned to him and patted his cheek, "I  _love_  you, husband."

"Right, good," the Doctor nodded, straightening his jacket out, "Shall we?"

Perkins gave them a small smile and a nod and turned to lead them back to the Engineering room.

~8~

Perkins truly was rather efficient, the Professor couldn't help but think, as she and the Doctor sat before a computer monitor in the Engineering room, watching the security footage of Mrs. Pitt's dinner where she had died. Moorhouse had come to join them, watching over the aliens' shoulders with Perkins. The old woman was just sitting there, talking to her daughter, before she suddenly started to get more irate and flustered, starting to shout and point at something before leaning back, as though trying to avoid something, and slumping over, dead.

"Sixty six seconds," the Professor murmured, having timed it from the moment she noticed the woman's body language shift and tense when she spotted something only she could see, "It fits the myth," she popped a small handful of nuts into her mouth, the last of the small packet the Doctor had given her to eat while they watched some of the footage, her stomach having growled slightly moments ago.

"Did you see the lights flicker?" the Doctor mused, having noticed that detail.

"Mmm," Moorhouse nodded.

"Yeah, the lights went in the kitchen as well just before the chef saw it," Perkins agreed, bringing up the most recent attack. Another person had been targeted by something, apparently the Foretold, and died, had reacted exactly like Mrs. Pitt had as well and died the same way.

"In all of the accounts, conventional weapons have no effect on the Foretold," Moorhouse warned, "It's immortal, unstoppable, unkillable."

"Can we get a new expert?" Perkins looked to the Time Lords.

"I've only ever seen one thing that's unkillable," the Professor mused in thought, "And it's hardly this creature. There's some way to stop it, we just need to find it."

The Doctor looked over at the Professor for that remark and started to smile when he saw her looking at him, that HE was the one thing she knew to be unkillable. Funny, he could say the same about her. Even though they were Time Lords and they could be killed, could die and regenerate or be caught before that and truly be killed or die at the end of a regeneration cycle…it never stopped them, they had yet to truly be killed that permanently.

And he was not about to let that change any time soon.

~8~

The Professor honestly had no idea what had happened. She remembered sitting beside the Doctor and going through more footage and information on the datacore, her head resting on his shoulder…and the next thing she knew she was jerking up at the Doctor's shouts of 'Where are you!?' before he bolted out of the room. Somehow she had fallen asleep in the middle of it all though, looking at Perkins and Moorhouse, she hadn't been the only one. She was surprised that she'd fallen asleep though, she usually had such a hard time doing so unless she was practically cuddled against the Doctor and in a big comfy bed. Perhaps it was a lingering sleepiness from having been in a big comfy bed before but not been allowed to sleep due to his loud thoughts.

She had barely a moment to consider that though as she was, wincing quite a bit in the process and struggling more than she wanted to admit, on her feet and hurrying after the Doctor as quickly as she could manage, following him down the corridor to a cart at the end of it that led to one of the storage rooms, if she recalled the schematics that Perkins had shown her correctly.

"Clara!" the Doctor was shouting, hitting the door, "Is that you?"

"Yes," Clara's muffled voice called from the other side, making the Professor's eyes widen at that, both of them having thought that Clara was still sleeping, "Yes. Hello. Can you hear us?"

"Clara what happened?" the Professor moved to his side as the Doctor began to try and sonic the door.

"I'm stuck!"

"Yes, I can see that," the Professor remarked, looking to the Doctor as he focused on the lock…only for the computer system to shock him.

"Ow!" he hissed, yanking his hand away and shaking it, "Computer, can you open the door, please?"

"Call me Gus," a voice spoke from the speakers, the same voice that had announced them to look out the window earlier, "I'm afraid this door can only be opened by executive order."

"Oh, forget it," he huffed, trying to scan it again, but it just stuttered, beeped, and turned off, "Oh. Now the stupid sonic…"

"What?" Clara shouted.

"The sonic's not working," the Professor reached out to take it, turning it over in her hand to try and work out why. There was nothing wrong with it though…

"What? What do you mean, it's not working? Why?"

"We don't know," she frowned, turning to look at the lock, leaning in to get a better look, on hand braced on her stomach for balance so she didn't pitch forward at the loss of balance, "The lock has a suppression field to it," she straightened, "Clara what are you even doing in there?!"

"Well, I was looking for you Mr. and Mrs. Nothing-to-worry-about."

"What, were we supposed to wake you up?" the Doctor rolled his eye at that, "Drag you out of bed because we had a hunch?"

The Professor put a hand on his shoulder and leaned in slightly more to speak to Clara, "We thought you didn't  _want_  to  _do_  this anymore," she was very careful to keep her tone pointed towards Clara, to make it clear that the girl was setting numerous double standards. On one hand she got all flustered that it wasn't something, had made a big thing that she didn't want it to be something because she didn't want to do this anymore, that this was it and it was over. Then she ended up getting curious and walking around on her own because it just might be something and she wanted to know what it was. She couldn't tell them she wanted out of the danger and then get mad at them for not including her on the danger of the adventure."

"Look, look, please," Clara sighed, "Can we just not do this now? I think we might not be alone in here. There's a sarcophagus…"

The Time Lords looked at each other a moment, the Doctor frowning deeply, "Is it in there?"

"I think we might just be about to find out. Turns out the sonic was working, just not on the door we need."

Just above them, the lights flickered, the same exact thing that had happened when the Foretold had apparently come for Mrs. Pitt and the chef, "Clara," the Professor warned her as the Doctor pulled out the sonic to try and get the lock open, to bypass the suppression field, "It's coming."

"What is?" Clara fell silent a moment later, scaring them half to death, before she was back, her voice relieved, "It's ok. It's er…it's full of bubble wrap."

"Bubble wrap?" the Professor blinked at that, well…that was new.

"But the lights…" the Doctor agreed, that didn't make sense.

Before either of them could start to theorize, Quell's voice sounded behind them along with the sound of two other sets of footsteps as the man ran for them, "You two, move away from the door!" he ordered, the two men with them, guards, pointing their guns at the Time Lords.

"Our granddaughter is inside," the Professor stated as they turned to face the men, perhaps saying the word 'granddaughter' a bit louder than necessary, but she wanted Clara to know that, no matter what she might feel or think of them, they (or at least she for the moment) considered her to be their granddaughter still.

"Then they're in trouble, too," Quell lifted his chin, "I spoke to Head Office. There are no mystery shoppers. You're not even on the passenger list!"

The Doctor sighed, realizing that this wasn't' going to end well and, if he tried to resist, it would undoubtedly make the Professor more defensive and the last thing he wanted was for her to try to attack the guards in her condition. So he turned his head slightly towards the door, speaking loudly so Clara could hear them on the inside, "Clara, we're going to have to call you back."

"Come on," Quell ordered and the two men stepped forward, handcuffing the Time Lords who just glanced at each other.

' _What is it?_ ' the Doctor frowned, seeing the Professor's face morphing into a scowl.

' _My arms are fat,_ ' she told him.

He would have laughed if she hadn't looked so serious, ' _Your arms are beautiful._ '

' _No, Theta, my arms are FAT,_ ' she gave him a look, ' _They're bigger than normal, my arms, my wrists, my hands even…_ ' she sighed, ' _I don't think I'll be able to break out of these,_ ' she shifted her wrists slightly, signifying she was speaking of the cuffs, ' _Not the way I normally do._ '

' _Well good,_ ' he stated firmly, earning a slightly confused look from her, it would be an advantage for her to be able to get out of them and he could tell she didn't understand why he was happy she couldn't, ' _I hate it so much, Kata, when you do that. It always hurts you and, I know you can handle the pain, but I don't want to ever see you in it, not even the smallest amount._ '

She gave him a soft look for that, ' _Then you may want to be far, FAR away when the babies come._ '

' _Not a chance,_ ' he told her firmly, it would be painful, undoubtedly, doubly so to do it twice, but that was not something he would ever, ever miss, not for all his lives, not for all the stars in the sky would he miss his children coming into this world and being there to hold his wife's hand when she needed his strength.

"You know," he looked over at Quell, pulled from the mental conversation when the soldiers began to shove them on, though being a bit more delicate and gentle with the Professor given her condition, "We're going to have to mark you down for this."

"You are  _not_  mystery shoppers!" Quell huffed, "For all I know, you're the ones behind the killings!"

"Oh, come on, Captain," the Doctor rolled his eyes, "How many people have to die before you stop looking the other way?"

The moment the words left his mouth, the sound of gunshots rang out from down the train, sending Quell, the guards, and, by extension, the Time Lords hurrying in that direction, stepping into the lounge car and ducking down as one of the guards within was firing wildly at something it appeared only he could see given his shouts to 'get back!' and 'stay back!' at whatever it was.

"What do you think you're doing, man?!" Quell demanded, trying to get closer, to calm the man down, but the guard was looking at something else.

"Please, please!" he begged, "Stop! No!"

And then, before their eyes, the man threw his head back, shook…and collapsed to the ground in a heap, unmoving.

"Get up, man, that's an order!" Quell cried, but the man remained motionless till one of the other passengers, what appeared to be a doctor in a stark white coat and a fine beard ran over to check for a pulse, shaking his head when there was none to find. Quell stood there in shock, staring at the body as Moorhouse crouched down and picked up the man's fallen gun, handing it to Quell in silence. The captain looked at it a moment before passing to off to another guard and glancing at the Time Lords, still standing there in their cuffs, clearly NOT the killers but, perhaps, the ones that could help stop it, "It turns out, it's three," Quell breathed, "The amount of people that had to die before I stopped looking the other way," he gave the guards on either side of the aliens a nod and the duo were quickly released.

"Thank you," the Professor offered Quell, the Doctor remaining silent but taking her hands and examining her wrists to make sure she wasn't injured in the slightest by the restraints, only letting go of her hand when she squeezed his hands back in reassurance.

"Same as the others?" Perkins asked quietly as he came up behind the Time Lords, looking past them at the body that was slowly being gathered by a few other guards who had also run there after hearing the shots fired.

"Excuse me please," one guard was directing the others, trying to get the body out of the room that had now filled with passengers as well, "Take his feet. Excuse me please…"

The Doctor looked over at the Professor who gave him a nod, her hand resting on her stomach, and so he stepped forward, only to hesitate a moment and step back, moving to her side and putting a hand on her back to urge HER forward, "You were the one in Intergalactic Relations," he reminded her gently.

She knew what he was doing though, he was trying to make it so that she felt useful. She couldn't run or fight much at the moment, but she could still use what was left of her mind when it was focused and use her skills at relations to help get everyone's cooperation, "Ladies and gentlemen, could I have a moment of your time, please?" she called, waiting till the others had looked at her before she continued, knowing that the Doctor was standing behind her with a smug smile on his face, his arms crossed as he watched her, she could feel his eyes on her, "There's a monster on this train that can only be seen by those about to die. If you  _do_  see it, you will have exactly sixty six seconds left in which to live. But do you know what's curious about that, about the potential victims this creature might find? Look around, look at all of you," she gestured at them, "All of you passengers are experts in alien biology, mythology, physics…if  _I_  was putting together a team to analyze this thing, well, I wouldn't need you, but if someone ELSE needed to, they'd pick you. And I think somebody has. Someone of immense power and influence has orchestrated this whole trip. Someone…who I have no doubt is listening to us right now," she looked up, "So, are you going to let us see the equipment we have to work with and give us our orders or not?"

The room fell silent, so silent that Perkins was able to hear something very out of the ordinary, "The engines. They've stopped…"

"Yes," the Professor nodded, waiting patiently before the room around them flickered, as though a shimmer were being released to reveal that they were standing in a very advanced lab filled with quite a few high-tech gadgets and scanners.

"And the facade drops away because what use are a bunch of scientists without a lab?" the Doctor nodded, moving to step beside the Professor again.

"You can cancel the rest of the holograms as well," the Professor shouted up, knowing that only a handful of the people in the room were actual scientists, others were images to make them feel like the train was fuller than it was. And so she wasn't surprised when quite a few people vanished with a flicker as well, "Hard light holograms," the Professor murmured, she'd been able to feel the tingle on her skin from it the moment she'd stepped into the lounge area, burning warmer than the other lights of the car. She hadn't thought much of it at the time, numerous expensive sites would use such tricks to make their exhibits and displays seem more popular, "Fake passengers to make up the numbers."

A moment later there was a binging noise and the speakers began to play again, "Good morning, everyone. Around the room you will find a variety of scientific equipment. Your goal is to ascertain the Foretold's true nature, probe for weaknesses with a view to capture, after which we will reverse engineer its abilities. Isn't this exciting?"

"You said capture," the Professor's ears perked at that word, "Implying that you can't control this thing. And yet, somehow, you got it onboard. How?"

"There is an artifact, an ancient scroll. I have highlighted it for your convenience. For reasons currently unknown, the Foretold appears in the vicinity of this artifact."

Across the room, on the other end of the car, a small light turned on in the wall, illuminating a portion of what appeared to be a scroll decorated in an odd version of cuneiform. The Professor made her way over to it, leaning in to examine it closer as the Doctor spoke up to their captor, "And kills at regular intervals."

"Then just maybe we should throw this thing out in the airlock," Quell suggested, striding across the room towards it.

"Don't," the Professor grabbed the man's wrist as he reached for the scroll, "You think no one before you has thought of that? It will be secure against attempts of the like. Would you be willing to risk your life to touch it?" it was why she hadn't. Something so important to controlling the Foretold wouldn't just be left in a wall unguarded. She wasn't about to risk touching it and ended up electrocuted, nor was she going to let someone else try the same.

"What if we say no?" Moorhouse called up to the speakers, "Down tools. Refuse to work."

"That  _is_  your choice, of course," the speaker agreed, "But it would be very upsetting were you all to die at the hands of the Foretold."

"So hurry up, before it kills you?" Perkins summarized.

"But even if they agree to this, how are they supposed to study a creature that they can't even see?" the Doctor reasoned, glancing at the Professor as she continued to examine the scroll, "We don't even know what the species is," they'd had experience in that before, being unaware of a particular creature and how to face it due to others being unable to see it. Like with Vincent and the Krafayis. The Professor had heard of them, had known about them, but they were one of many invisible species that were merely written about and not easily identified.

They both knew that the 'Foretold' was likely NOT it's actual name nor species. That made it even harder to identify. What the humans knew as the Foretold could be completely different than what it was actually called. With the mythology behind it, it was easy to imagine that, over time, even the name had been warped or changed. Without knowing the exact species or planet of origination, they wouldn't know what they were dealing with, not really.

They all fell quite, looking up when the lights flickered.

"Perkins!" the Professor spun around, grimacing at the strain it put on her back, but forced herself to walk forward, "Start the clock," she gestured at the man's wrist where he was wearing a watch. She knew she could keep track of the time, but she'd rather be able to focus full on what was going on instead of diverting part of her attention, even a small part, towards keeping time, "Does anyone see it?" she looked around, "Can anyone describe it?"

"Approximately 1.8 meters tall," Moorhouse breathed, staring past them towards the door opposite the scroll, "Actually, seeing it in the flesh isn't nearly as rewarding as I thought it might be."

"Oh, dear," the Doctor frowned, glancing at the door as though hoping he might see it, but there was nothing there, a quick glance at the Professor confirmed it was the same for her, "Hard cheese. What can you see? Details."

"Yes," Moorhouse shook his head, trying to focus, "Yes, of course, of course. Uh…well, it just looks like er, a man in bandages. I…"

"What kind of bandages?" the Professor pressed, needing as much detail as possible, age could help narrow it down, "Old? New?"

"Old."

"Whole? Ragged?"

"Ragged. Falling off in places. I don't know what you want me to tell you!"

"Moorhouse," the Professor moved near his field of vision but not blocking where he was looking, stepping after him as the man began to try and move back, "Listen to me," she insisted, " _You_ can see this thing. We  _can't_ ," and she was severely irritated by that, "Tell us what you can see. Even the smallest detail might help save the next one."

"The next one?" his voice shook, "You mean you can't save me?"

"Well, that is implied, isn't it?" the Doctor muttered, "Yes, this is probably the end for you. But make it count."

"Details, please," the Professor called. She was fast at making plans, she always had been, but she needed to know what she was dealing with, there had to be parameters and information to work with, she needed to know how it was targeting people and killing them and what its limitations were.

"Er, flesh," Moorhouse swallowed hard, his eyes flickering as he tried to look at whatever it was, "Some of it is visible…" he looked sick at that.

"Thirty seconds," Perkins warned.

"Er, leathery. Ancient looking. Peat bog preserved…"

"Good," the Professor nodded, "Keep talking."

"Don't waste this chance," the Doctor agreed, the Time Lords slowly following him as he moved back further.

"I want to bargain for my life!" the man suddenly shouted at the creature.

"What?"

"Well, it says…some of the myths say if you…if you find the right word, if you make the right offer, then it lets you go."

"This is not a myth," the Professor shook her head, far too serious, "This is real."

"Forget your superstitions," the Doctor shouted, "Tell us what you can see!"

"This is  _my_  life, my death!" Moorhouse snapped, "I'm going to fight for it how I want," he turned his head more, as though focusing entirely on the Foretold, "Er, I give you…"

"Ten seconds," Perkins murmured.

"My soul. I confess all sins. I give you all my worldly goods. Only…please, please, please," he began to scramble back, his hands up, trying to block something, swatting his arms around as though something were reaching for him. And, much like the guard, his head tilted back as if someone had grabbed it, "No!"

That was the last word he gave before his eyes rolled into his head and he collapsed to the ground.

"Zero," Perkins sighed.

"We apologize for any distress you may have just experienced," the speaker sounded above them, "Grief counseling is available on request. On the bright side, I'm sure you've all collected a lot of data. Well done, everyone!"

"It's recording every death," Perkins breathed, horrified.

"Of course it is," the Professor sighed at that, rubbing her temples as she felt a migraine coming. She was almost surprised she hadn't collapsed as well, that she hadn't felt her blood pressure go up or that the stress was gaining on her. But she supposed not being able to see it and, with all the victims having been human so far, somewhere in her mind, she knew she was safe and wasn't as frightened as she had been before. As long as no one truly threatened her, the Doctor, or her babies, or Clara, she was sure she'd be able to remain conscious through this.

"That's why we're here," the Doctor agreed, moving to her side, his one hand going to the back of her neck to gently massage it in an effort to help, "To study our own demise. So let's get to work," he looked around at the others, "Come on. Chop, chop. It can't be just my wife and I trying to save your hides. You're all experts in this field, start hypothesizing!"

"We need to check on Clara," the Professor murmured, reaching into a pocket of his coat to pull out the sonic, heading over to one of the train-provided phones on an examination table and soniced it, holding it to her ear, "Clara?"

"Ok," Clara cut in, "So, first things first. The sarcophagus is actually a secure stasis unit."

"What?" the Professor blinked, motioning the Doctor over to her to listen in, "You did some investigating?"

"Well I didn't exactly have anything else to occupy my time," she countered, "Best make myself useful. You were talking about the sarcophagus so I started there."

They exchanged a look at that, a small smile coming to their faces for it, Clara didn't even realize what she was doing, getting involved, getting right back into what they always did, just like old times.

"Yes," the Doctor nodded even though Clara couldn't see it as the Professor held up the phone between them, "It's where they want us to put the Foretold if we capture it."

"Well, that would have been good to know."

"Sorry. Teeny bit busy round here."

"Anything else?" the Professor cut in.

"Please terminate your call and return to work," the speaker went off above them, but the Professor just waved it off.

"We have some paperwork," Clara continued, "Passenger manifests from other ships. Maisie recognized a couple of the names. These are missing ships."

"Then we're not the first," the Professor nodded at the implication.

"No."

"Please terminate your call and return to work," the speaker repeated.

"Shush," the Professor put a hand over the bottom of the phone to huff up at the speakers before returning to the call.

"I've got some progress reports," Clara added, "The Gloriana spent three days getting picked off by the Foretold. All died. Performance marked as poor. The Valiant Heart. Forty two crew, four died. Performance, promising…"

"Please terminate the call and return to work."

The Doctor only barely managed to grab the Professor's hand to keep her from firing her blaster at one of the speakers. Whatever training they had given her during the war had been…well, something. Even pregnant, even having struggled with everything else (struggling with getting her shoes on in the TARDIS), she had been able to grab the blaster off her leg and lift it before he could even blink. Her face had been contorted in pain from both the hunching and twisting and moving, but she'd done it, and record fast. He should probably be concerned about that, that she had reacted so automatically to get to her blaster that it had caused her pain regardless of it, but right now he had more pressing concerns.

Like wrestling the blaster out of her hand without her accidently shooting him or the others.

"Professor…" he grunted a bit, "Let go of the blaster…"

"Just let me shoot…"

"No," he shook his head, "No, I think you need to calm down, wife."

"Don't tell a pregnant woman to calm down, husband!"

"Just…"

"Um…" Quell hesitated, making the two Time Lords look over at him from their position of both their hands grasping her blaster, "I think you should do as it says," he nodded at the phone, "And not threaten it…" he nodded past them for that last part, towards the window.

The Time Lords looked over, letting go of the blaster as they saw what appeared to be the catering staff and various bits of equipment floating outside, all dead.

"Clara," the Doctor reached out for the phone, "We have to go," he warned her before ending the call, taking the Professor's hand and squeezing it, feeling her shaking…if they didn't want her to threaten the speaker, then that was NOT what they should have done. Doing this? It would only make her want to kill their captor more.

"I'm sorry," the speaker pinged, "I know that must have been distressing for you. But if you are disobedient again, I will decompress another area containing less valuable passengers."

"Less valuable passengers," the Professor mocked, disgusted, "How does it choose?"

"Well, I'm assuming qualifications…" Perkins began, taking it to be her asking a serious question.

"Wait, wait, wait," the Doctor eyes widened something about the Professor's words striking him, "How does the Foretold choose who to kill?"

"It can't be random," the Professor agreed, "Otherwise it would have gone for us or Clara first, pick off the most dangerous or threatening to its quest."

"I want full histories on all the victims," the Doctor turned to Quell and Perkins, "Medical, social, personal…"

"Well don…" the speaker began, but a small explosion went off as the Professor fired up at it, cutting it off.

"Oops?" she gave a non-apologetic shrug but put her blaster back in its leg holster near her ankle. Some might assume, doing that, would make their captor retaliate worse than before, but she knew better. Someone as sinister and manipulating as the one that held them hostage would see the usefulness in leaving it be, leaving them all wondering who would be next, would THEY have the air decompressed from around them? Would the doors suddenly open and eject them? There would be no warning and so they'd work harder to keep themselves from disappointing their captor.

Or at least the humans would, the Time Lords had much more to focus on.

~8~

The Doctor, Professor, Quell, and Perkins stood before one of the monitors of the now-lab car, going through the records of the Foretold's last victims, trying to find something that they all shared that could clue them in to who might be next.

"Doesn't seem to be any pattern," Perkins sighed, "Their travel history, interests, health. It's all over the shop."

The Professor frowned, eyeing the profiles that had now spaced onto a split screen of the victims, "Health."

"Health?"

"Let's see their health," the Professor nodded, "Mrs. Pitt, the first victim. She was over a hundred years old. The frailest passenger onboard. She could be picking off the weak and injured," she glanced at the Doctor, "Like a certain siren," the Doctor nodded at that, recalling that trip, but he very much doubted the Foretold was actually a virtual nurse.

"Oh but the next to go, the chef, was young and fit," Perkins shook his head, "It's random."

"The chef was ill," Quell disagreed.

"What?" the Doctor looked at him.

"A rare blood disorder. Not contagious, but we kept it quiet."

"Because he worked with food," he nodded, understanding.

"And the next one, the guard?" the Professor turned to the man, understanding he might know more about the crew than the official records would state.

"He wasn't ill, as such," he added ,"But he  _did_  have synthetic lungs implanted last year."

"Professor Moorhouse," Perkins quickly made his way through to the man's records, "It seems he was physically fine but suffering from, here we are, regular panic attacks after a car crash last year."

"So that's what it's doing then," the Professor nodded, "Just like the siren, it's picking off the weakest first. Sensing the illness somehow. The fake organs, even psychological issues."

"Which is good news," the Doctor picked up, "Because it means we can work out who is next."

"We need the medical records of everybody alive who is still onboard."

"If anyone's had as much as a cold, we want to know about it."

Perkins nodded and got right to it, but Quell hesitated, shifting from foot to foot as he looked at the aliens, "You really think it can sense psychological issues?"

"It seems so," the Professor nodded, watching Perkins scrolling through data after data, before something struck her and she looked at Quell, "Why?"

"When you said I'd lost the stomach for a fight," he sighed, "I wasn't wounded in battle as such, but…my unit was bombed. I was the sole survivor. Not a scratch on me. But post-traumatic stress. Nightmares. Still can't sleep without pills."

The Professor looked away at that.

The Doctor reached out for her hand anyway, taking it, knowing her mind had gone to the war they'd both fought in as well. She couldn't sleep without HIM either.

"Which means that you are probably next," the Doctor told the man, it appeared, with how many of the victims had been human, the Foretold would pick them all off first before moving on to Time Lords. Humans were naturally frailer than a Time Lord was, basic biology, and their minds were less complex, basic psychology, so neither of them had to worry about the Foretold coming for them and their massive issues and complexes, not till all the humans were gone, "Which is good to know."

"Well, not for me," the man frowned.

"Well, of course not for you, because you're going to die. But I mean for us," he gestured to him and the Professor, "From a research point of view."

Quell's eyes narrowed at him, "You know, for a doctor, your bedside manner leaves…" his breath caught as the lights above them began to flicker, just as they had before the Foretold appeared.

The Doctor looked at the Professor with a frown, "Well, there's goes our head start," he sighed, earning a sorrowful nod from her, "Perkins, start the clock," he added when he saw the captain's gaze become fixed on something past them, the Foretold was there.

"Captain, what can you see?" the Professor turned to him, ready to take mental stock of anything else he could provide them about the creature.

"Almost feels out of focus," Quell squinted, "Gives me a headache just looking at it," he quickly stumbled back, pulling his gun from its holster in defense.

"No!" the Professor reached out to grab the gun out of his hand, too quickly for him to realize she'd done it, "It didn't work before, it won't now."

"Fifty seconds," Perkins called.

"Someone shut that man up!" Quell snapped.

"Where is it now?" the Doctor tried to look around, but Quell seemed to be trying to look anywhere BUT at the Foretold.

"Approximately twenty feet in front of me and closing," Quell glanced at it, still backing up.

"Forty seconds," Perkins announced.

The Professor moved over to where Quell had indicated, reaching out her hand as the Doctor soniced the area, both trying to get a feel of it, if it was even possible. She had felt something when the 'ghosts' had walked through them at the Powell Estates oh so long ago, maybe she could feel the Foretold even if she couldn't see it, "Are we close?" she asked him.

Quell just gasped, nearly hitting a chair as he scrambled further away, "It's passing right through you, like a ghost!"

Perkins quickly grabbed a scanner to the area as well, thinking that their captor must have provided them with equipment that would be useful against the Foretold, but it picked up nothing, "It's not a hologram…"

"If you move, does it follow?" the Doctor turned to Quell, the sonic was no help either and, judging by the shake of the Professor's head, she wasn't able to feel it.

"It has been," Quell gestured at himself, still moving away from it, yet the creature was obviously still coming after him.

"What if you move faster?" the Professor inquired, "Hurry back faster and see if it puts more distance…"

Quell did just that, half running backwards before spinning to actually run, only to jump back, "It's teleported away. It's behind me!"

"Twenty seconds," Perkins warned.

"I think this is it," Quell swallowed hard, "Still, suppose it's not a bad way to go. Blood pumping, enemy at the gates and all that. And thank you, Doctor, Professor, for waking me up. It's reaching for me," he began to tilt his head back, "Hands on my head…"

"Zero," Perkins whispered just as Quell screamed and fell to the ground.

The Professor looked over as the scanner that Perkins was holding beeped, "Teleporter," she looked at the Doctor, "It's picked up teleport tech. So it teleports something in and then 66 seconds later it…" she glanced at Quell's body, "It's a very, very specific number," she mumbled, something niggling in her head about that number.

"Too specific for organic," the Doctor agreed, "So, what, more tech?" he turned to her, "What? More? A countdown clock?" he looked around at the other scientists, "Something charging?"

"A man just died in front of us," Perkins frowned at him, "Can we not just have a moment?"

"No," the Professor said bluntly, "You don't have the time to mourn. You mourn and it gives the Foretold more time to come back for you and you less time to find a way to stop it."

"Everybody," the Doctor pointed around to all of them, "What takes sixty six seconds to charge up or to change state? Anyone? Am I surrounded by idiots?"

"Husband," the Professor gave him a warning look, crossing her arms.

"Not you, wife," he took her hand quickly and kissed it, "I can see your mind racing through the list now, but them," he gestured at the others, "Heads full of pudding. If only I could see this thing…"

"Do not even joke about that," she pointed warningly at him.

"I'm not joking about it," he crossed his hearts, "One minute with me and this thing, it would be over! 20 seconds with you and…" he made an exploding gesture.

"I can't tell if you're a genius or just incredibly arrogant," Perkins remarked as she shook his head at the Doctor.

"Well, ah, on a good day, I'm both," the Doctor shrugged, "Every day she's a genius though, trust me on that one," he nodded at the Professor, before snapping his fingers and pointing at her, "Show them."

"Ancient tech," she began, listing what they knew, "The Foretold's apparently been around for centuries."

"How?"

"Tech that keeps it alive."

"Tech that drains energy from the living?"

"Possible," she nodded, turning to Perkins, "Scanner," she held out her hand for it and moved closer to Quell's body, scanning it quickly, not…not really wanting to touch it, "Deep tissue scan, he's been leached of almost all energy on a cellular level. Theory strengthened."

"The heart attack is just a…is just a side effect," the Doctor murmured.

"Ok, it's not just a mummy, it's a vampire," Perkins reasoned, "Metaphorically speaking."

"But why take sixty six seconds to drain us?" he began snapping his fingers frequently, turning to the Professor, bouncing his ideas off her, "Why not just pounce?"

"Pounce…" she straightened at the word, "No…not pounce. Phase!" SHE napped her fingers now, pointing right back at him, starting to get excited as she always did when something worked itself out, "Moving energy out of phase. It takes 66 seconds exactly!"

"And that's why only the victims can see it!" the Doctor added on, the humans just staring at them, "It takes them out of phase so it can drain their energy. This explains everything!"

"Apart from what it is and how it's doing it."

"Ah, yes," he hissed in apology, "Sorry, I jumped the gun there."

The Professor just patted his shoulder for it.

"Um," Perkins spoke up, not sure if they were done speaking, "Do you two do that a lot?"

"Yes," they both said.

Perkins shook his head, "If I may?" he asked permission to speak and they nodded, "I think we know the next victim," he handed them a tablet with data of one particular passenger on it.

"Ah, of course," the Doctor nodded, showing the Professor it, "That makes perfect sense."

The Professor sighed and moved over to the train-phone once more, calling up Clara, "Clara…"

"There isn't much else here," Clara cut in, "It seems like it's the same on all the other ships, either all dead or most, progress either a failure or promising but nothing concrete and…"

"Clara," the Professor cut in, "We've worked out more about it, we've worked out how it picks its targets. It's going after people that are weak, either physically or mentally weak."

"Illnesses, psychological or bodily," the Doctor added, "Your little friend is next."

They could practically see Clara shaking her head in her next words, "Look, she's had a bad day. That's all."

"Clara, it doesn't care. Her bad day, her bereavement, her little breakdown puts her squarely in its cross hairs."

"She's next, Clara," the Professor told her.

"Ok, but…but we're in here and, if we stay in here, that thing can't…" Clara tried to find some way to protect the woman.

"This thing can teleport," the Doctor shook his head despite Clara being unable to see it, "We need her here."

"So you can save her?" Clara asked, hopeful, "You CAN save her, right?"

"Of course not," the Doctor scoffed, but gave the Professor a firm look not to say anything to the contrary, "Why would you think that? This is another chance to observe it in action."

"As it kills her!"

"Of course, as it kills her. If it happens in there, it'll be a waste so bring her to us."

"How? How exactly? She's never going to agree to this!"

"Well, I don't know. Lie to her. Tell her we can save her. Whatever it takes to get her here," and with that, he ended the call.

"You're enjoying this, aren't you?" the Professor gave him a look.

"She deserves it," he countered petulantly.

"She doesn't deserve to think she's leading that girl here to the slaughter," the Professor shook her head. He'd just lied to Clara, there was a way, there might be a way to save the woman, Maisie, but she'd have to be there for them to test it. She had been confused, for all of a moment, why he was lying to Clara that Maisie was coming there to die, that they were just going to use her as an experiment, when it hit her.

The Doctor was still very hurt and angry with Clara for how she'd acted and treated them after they'd saved the moon. This was his little means of revenge. Clara had looked at them as though they were despicable, as though they were monsters, as though they'd gone too far. This was a test, this was him trying to show Clara that SHE could be the very same way when push came to shove. He was testing her, to see if she'd come with Maisie. If she did, then everything Clara had had against them was null and void. She couldn't look at them as though THEY were despicable or monsters or went too far if she willingly led Maisie back here, knowing (or thinking) the woman would die like that. Because then Clara would have 'gone too far' as well, would have done a despicable deed.

He wanted Clara to see that no, they were not perfect, yes, they made mistakes, but so did SHE, so did Clara Oswald.

"She deserves to realize that what she said to us was unfair," he crossed his arms, "You have your plan to get through to her, I have mine."

The Professor could only sigh at that, not having a chance to respond more as the doors opened just then, allowing Maisie and Clara into the lounge car. The Time Lords exchanged a look before they headed over to her, the two women meeting them in the middle of the car.

"Hello, again," the woman shook their hands with a wide smile, "I'm Maisie."

"Good for you," the Doctor responded shortly.

"We passed the TARDIS on the way here," Clara told them, "Thought about getting inside, hiding, pulling the levers, and hoping for the best. But we couldn't even get in. There was a force field around it."

The Professor just took the scanner Perkins had placed down and began to scan Maisie with it, "It's probably our captor trying to block our escape route," she sighed, "It's what I would do, cut off the exits."

"But how does he even know what it is? 'Cos if he knows what it is, then he knows what you two are."

"Well, he has tried to entice us here before," the Doctor murmured, "Not HERE exactly, not the Orient Express, but…to this situation. Free tickets, mysterious summons, he even phoned the TARDIS number. Do you know how difficult a number…"

"You knew," Clara cut in, her voice growing hard, "You knew this was no relaxing break. You knew this was dangerous."

"We didn't  _know_ ," the Professor shook her head, handing the scanner to the Doctor.

"But we certainly hoped," the Doctor just HAD to add.

"Ok, this," Clara gestured at them, "This is why I'm leaving you. This. Because you  _lied_. You lied to me,  _again_. And now you've made me lie. You've made me your accomplice."

The Professor just looked at her sadly, "Are you channeling Danny?" she asked, making Clara's eyes widen at the…well, she wasn't sure if that was meant to be an insult or not, "Because YOU lied to him, again and again, and you've made him have to lie to everyone else to keep your secret travels secret?" the Professor, despite the harsh and brutal words, her tone seemed to be genuinely asking, "You're leaving us, so he won't leave you for the same reason?"

"I…" Clara could only shake her head, completely speechless, feeling like every excuse, every reason she'd built up against them was shattering with the actual reality of the situation that she was vehemently trying to deny in her mind, trying to convince herself was NOT why she was leaving them, it wasn't guilt. It wasn't.

The situation was made all the worse by the lights flickering above them.

Maisie's eyes widened as she started to point behind them, seeing something that wasn't there.

Perkins tensed and looked at the Time Lords, "Do we start the clock?"

"Not yet," the Doctor called from before Maisie, scanning her quicker, "Focus," he told the woman, "Focus. Focus! All of that is your grief, your trauma, your resentment. And now…" he glanced at the Professor and put the scanner to his own head, pressing a button to zap himself with it, "It's mine."

Maisie gasped, "It's gone!"

The Doctor looked in that direction, but it seemed like the Foretold wasn't there either, that it would take a moment to pop back down and come for him now, that it had been reset, "No. No, it's not. Not for me. Cos now it thinks I'm you…" he tossed the scanner on the table.

"No," the Professor swallowed hard, her hand on her stomach, "I don't think that's how it works. We might have made a bit of a miscalculation…"

"What…" the Doctor turned to her, only to see her staring past him, her gaze locked on the far door, "You see it, don't you?" his hearts stopped at the realization, "But it should be ME!"

It was meant to be him, it was supposed to be the Foretold coming for HIM because he'd taken the next target's complexes as his own. It wasn't supposed to come after the Professor.

"I think all you did was set it for Time Lord brainwaves," the Professor began to slowly move back, able to see a gruesome looking mummy starting to walk towards her, its arms outstretched, eyes black, one ankle broke and dragging behind it, looking very much worse than the others had described, "And I doubt Maisie's complexes and your own amount to my trauma from the war and everything else that went to hell in my life."

She didn't seem fearful, that much Clara could still see, her voice didn't shake, her walking wasn't scrambling, she was calm, but she could see the woman growing pale.

"Perkins start the clock," the Professor called, frowning in concentration as she looked at the mummy.

"Give me the scanner," the Doctor turned, wanting to grab it from where he'd placed it, "I'll take yours and…"

"I won't let you," the Professor shook her head, trying to keep breathing, trying to keep her stress down, trying to study the mummy as she moved, "You do that, I'll fight you as much as I can and you'll break my concentration and I need all the time I can spare to work this out."

" _Kata…_ " he breathed in Gallifreyan.

" _Not now Theta,_ " she very nearly hissed back at him. She didn't blame him for this, they'd both planned this, both planned to use the scanner to replicate Maisie's brainwaves onto his, because she would be able to see the mummy through his eyes and help him. But now…now it appeared the roles were reversed. They hadn't expected this to happen and she didn't blame him but she WOULD if he tried to stop her working this out and distract her.

"Ok," she breathed, focusing, swallowing hard and roving the creature with her eyes, looking for new clues, "You can't hurt me until my time is up. So I have till then to…find the words that'll stop you. If all the other myths about you are true, that has to be as well," she squinted, "There's something visible under the bandages," she called to the Doctor, "Markings…" her eyes widened, a realization hitting her, "Like the ones on the scroll!"

"Forty seconds," Perkins called.

"But you wouldn't put markings like that on you from a scroll," she shook her head, glancing back over her shoulder at the scroll as she slowly moved towards it, "But soldiers…soldiers wear the symbols of their platoon flags on their armor…" she looked back at the Foretold, she knew that better than anyone and, if the armor had been carved with the symbol and he'd been partially burned in battle, it would become like a brand on his skin, "You're a soldier," she whispered, frowning at the Foretold, but it didn't stop moving, "A soldier wounded in a forgotten war thousands of years ago. But your body was tampered with," she swallowed hard, understanding that as well, "Phase camouflage, personal teleporter…"

"Twenty seconds," Perkins warned.

"The tech's forcing you to go," she realized, "The tech won't let the war end and you can't stop till the battle's been won. But the battle won't ever end," she nodded, "I know what you want to hear, I know what the words are."

"What?" the Doctor shouted, it was getting dangerously close, she was already against the wall and…

"Ten seconds," Perkins swallowed hard.

" _Kata!_ "

She glanced over at him over the Foretold's shoulder, actually smiling, not scared, "He wants to hear what every soldier does when they can't stop fighting till they've won, what you want to hear from your enemy, the only thing they can say to make the fighting stop," she looked back at it, "We surrender."

And, just like that, the Foretold stopped walking, only a few feet ahead of her.

"Zero," Perkins looked up and gasped.

"I can see it again!" Maisie cried, the other gathered scientists staring as they too could see the mummy now standing before her.

"It's ok," Clara put a hand on Maisie's shoulder, "I think we all can."

The Doctor moved over to the Professor's side, winding his arm around her waist, understanding now why she hadn't been truly frightened, not since she realized it was a soldier. It was something they had both wanted during the war, they wanted it to stop, they wanted the fighting and the blood and the death to end. But the only way it would happen was if one side one or the other gave up…if they surrendered. The Time Lords would rather die, but then again, so would the Daleks.

"The clock has stopped," the Professor told the Foretold as the mummy gave her a stiff salute, prompting her to return a light one of her own, the Doctor doing so as well but not letting go of around her waist, "You're relieved, soldier."

Before their eyes the Foretold lifted its head, as though it would close its eyes if it could, and disintegrated into a pile of dust and bandages.

"Phew," Perkins remarked, "He's not the only one."

The Doctor knelt down as the Professor couldn't and pulled out a small blue box with wires sticking out of it, turning it over in his hand, examining it.

"We were fighting that?" Clara gave it an incredulous look, wasn't so threatening now.

"So was he," the Professor murmured.

"Listen," Clara began, shifting as though she were feeling rather guilty, "What I said…"

"Save it," the Doctor cut in, standing up, "We're not out of the woods yet. Well," he called up to the speakers, to one in the back and not the one the Professor had shot, "I think we solved your little puzzle. Ancient soldier being driven by malfunctioning tech."

"Thank you so much for your efforts," the voice spoke over the speakers again, "They are greatly appreciated. Unfortunately, survivors of this exercise are not required."

Neither the Doctor nor the Professor seemed very shocked by that, both had been expecting something of the sort given the results that Clara had been reading them. So the Doctor quickly pulled out his sonic and flashed it over the small box as the Professor moved to get a tool from another table.

"Well, there's a shocker," he muttered under his breath, the humans around them starting to gasp and reach for their throats as though they couldn't breathe, which they couldn't.

Their captor had already threatened to decompress the air once before and proven he would do it, luckily though, the Time Lords had a respiratory bypass system, they would last a bit longer than the humans, but they had to be quick.

"Air will now be removed from the entire train. We hope you have enjoyed your journey on the Orient Express."

The Professor shook her head at that and hurried over to the Doctor's side, lifting a bit of her skirt so as not to trip, not now, they had such little time and, while she was being relatively calm for the moment, knowing that the TARDIS would come for her and the Doctor if it reached critical levels, there were still so many other humans that needed help.

"I take it you know a way out?" Clara gasped, trying to stay calm, but choking with little air made it almost impossible.

"My enemy's enemy is my friend," the Professor murmured, helping the Doctor work on the box.

"Especially when he has a built in teleporter," the Doctor agreed, hearing Perkins and Maisie collapse behind them with the other passengers.

"Great!" Clara's voice went high as she tried to breathe, "So use it!"

"A little more work…"

"Doctor!" Clara started to gasp, falling to her knees, "Professor…"

"Couple of minutes," he continued to ignore her, needing to not react or freak out so that the Professor wouldn't, if he was calm, she would be too, "Max."

"Less with my help," the Professor reminded him, grabbing another tool and pulling the sonic out of his pocket to help.

"We'll give you a shout," the Doctor called to Clara moments before she hit the ground in a dead faint, the Time Lords working away on the tech when the train exploded moments later...

~8~

Clara woke slowly to the sound of a faint murmuring to find herself lying on a plaid blanket with another draped over her on some sort of beach or desert, a sandy expanse, the Doctor and Professor, still in their Orient outfits before her, looking down at something on the ground. As she sat up she could see that the Doctor was writing out what appeared to be circular objects with numbers mixed in, probably Gallifreyan Mathematics, on the sand, the Professor with her hands on her stomach appearing to quietly be explaining the equations to the twins.

"Oh hello, again," the Doctor called, catching sight of Clara now awake, "Sleep well?"

"Weren't we just on a train?" Clara frowned, not sure how she got there.

"Oh, that was ages ago."

"And?"

"And what? Oh, and we got off the train."

The Professor rolled her eyes at him, "We got the teleporter working," she explained, "Beamed everyone into the TARDIS. No casualties, just a majority unconscious."

The Doctor grinned, "And then my lovely wife tried hacking the Orient from the TARDIS, find out who set this all up. He really didn't like that."

"Set off a failsafe and blew up the train," the Professor grumbled, using the toe of her shoe to scuff some of the equations petulantly, irritated, "Took all the records with it."

"Blew up the train?" Clara blinked.

"Blew up the train," the Doctor affirmed, "But we got away."

"We dropped everyone off at the nearest civilized planet," the Professor gestured behind them, towards a city set up against the pinkening sky, tall buildings spiraling up towards the clouds, "Which happened to be here."

"You seemed happy asleep so we just left you," the Doctor finished.

"So you saved everyone," Clara stated.

"Are you really that surprised by that?" the Professor started to frown, not sure if Clara sounded shocked that they'd do that or knew they would.

"No," Clara shook her head, before a thought hit her, "So, when you lied to Maisie, when you made me lie to Maisie…" she looked at the Doctor.

"We couldn't risk our captor finding out our plan and stopping us," the Doctor nodded.

"So you were pretending to be heartless."

The Doctor was silent a long moment, "Would you like to think that about me? Would that make it easier?"

"Because if you really know him, Clara, you'd know he's nothing of the sort," the Professor put a hand on her stomach, "Especially not now," she rubbed her stomach slightly, the Doctor reaching out to place his hand on her belly as well, making Clara look down in shame at how she'd described him, feeling even more so when the Professor finished with, "Were you pretending to be heartless when you stormed out of the TARDIS without even giving us so much as a chance to speak to you? When you shouted at us just like Danny did for something you didn't fully understand?"

"We didn't know if we could save her," the Doctor admitted, "We couldn't save Quell, we couldn't save Moorhouse. There was a good chance that she'd die too. At which point, we would have just moved onto the next, and the next, until we beat it."

"Sometimes, Clara," the Professor let out a sad breath, one that spoke of far too much experience with all of this, "The only choices you have are bad ones. But you still have to choose."

~8~

The Professor slowed in entering the console room when she saw Perkins heading for the doors and the rather downcast expression on the Doctor's face, Clara walking below the console with her mobile in her hand, still in her flapper outfit. She had gone to the wardrobe the moment she could to change out of that dress. It wasn't that it wasn't a nice dress, but she missed her boots and her jacket and everything else. It was still a very long dress and even not doing much, she had been so nervous through the whole experience that she'd trip on the hem and end up falling and hurting the babies. So to be back in her regular shoes and no floor length skirt was a welcome change. It had meant she couldn't be there to show Perkins around or ask him to stay on as a companion as she knew the Doctor wanted to do, but it appeared that the man had made his decision and it was a no.

She stepped down to the console, coming up beside the Doctor and linking her arm through his, holding up the banana she was munching on, her other hand gripping a small jar of peanut butter that she'd been dipping it in. He looked over and gave her a soft smile for the offer, leaning down to take a bite of the banana and kissing her munching mouth as well, when Clara came back to join them, having wanted to give the Doctor some privacy with Perkins.

"Do you love it?" she asked them.

"Of course I love the Professor," the Doctor answered instantly, "She's my Bonded, my wife, my…"

"I mean being…being you," Clara corrected, though the Professor had flushed at his instant declaration and the fact that his mind had gone right to her, not even considering that Clara had been speaking of something else, "I know it's scary and difficult, but do you love being the ones making the impossible choices?"

"Clara," the Professor gave her a fond look, shaking her head, "Why would we?"

"Because it's what you do, all day, every day."

"It's what our lives have become," the Doctor shrugged, and really…if they didn't make those decisions, who else would? They'd already seen how Clara reacted to it.

"Doesn't have to be."

"Oh yes," the Doctor rolled his eyes, "Because the last time we left the impossible choice to someone else, it ended so well for us. The TARDIS still hasn't recovered from the slam that her doors suffered, you know."

Clara winced at that, but kept on, "You abandoned me."

"Clara," the Professor sighed, "He chose ME, he didn't abandon you."

"What?" Clara shook her head, it didn't make sense.

"I…wasn't well," the Professor looked down at the peanut butter, focusing on dipping the banana, not looking at Clara, not really wanting to admit that, but knowing Clara needed to know, "Hearing Lundvik talking about…about killing an alien baby, about blowing it up before it was even born, being pregnant and hearing a human so determined and vehement to kill an alien baby?" she shook her head, "I couldn't handle it and…something went wrong. The Doctor had to get me out of there," she glanced at her husband who was silent but looking at her with a soft look, but his eyes reflected the fear he'd felt at seeing her collapse like that, "He knew I didn't want the others to know I was having a hard time. So he didn't say," she looked at Clara, "He just barely got me into the TARDIS before I…fainted," she hated that word.

"What?" this time Clara sounded more horrified and startled than confused.

"I was ok, I…stress isn't good for a pregnancy," the Professor looked back down at her banana, "And I was feeling too much of it. It didn't work well. But the Doctor had to make a choice Clara, and it's one I don't think you fully understand."

"My wife, will always be my answer," the Doctor stated, picking up because he knew Clara needed to hear this part from him, "No matter what, no matter who I'm facing, no matter the choice, it will always be her. Clara…" he closed his mouth a moment, searching for the right words, "It was either see to her, or stay and help make the decision to blow up the moon or not.  _I_  couldn't stay there, WE couldn't…but there was one person, one person there, that we trusted implicitly to make the right choice when we couldn't be there to do it. There was one person we knew would make the right one, one person we had faith would make us proud and step in for us."

"…me," Clara breathed, her eyes wide and filling with tears as her hands flew to her mouth, "And I…" she swallowed hard, realizing what she'd said to them, what she'd thought about them, how she'd hurt them and accused them and… "Oh my stars…"

"You are our granddaughter, Clara," the Professor added, "Whether you still see us as your grandparents or not, we knew that there would be no one better to trust with the moon than you. We just…didn't get the chance to TELL you that before it all fell apart."

"I…" Clara shook her head, not sure what words could be said to express what she was feeling at the revelation. She hadn't been abandoned, she'd been put in charge, in their stead. They had trusted her judgment and character and intelligence enough to BE them when it counted…and she had gotten mad about it? The Professor could have been dying and she had shouted at the woman in the end and…

"We don't blame you," the Doctor told her, "Or at least the Professor doesn't."

The look on his face was one that Clara knew meant that he partially didn't blame her but it would be a while before he would get over that and forgive her. And she deserved that.

"We understand why you reacted that badly, even though you'd been in worse positions before," the Professor remarked.

"You do?" Clara's voice broke, because she wasn't certain she did. There had been times in the weeks between when she'd last seen them where, at times, she'd wonder WHY she'd gotten that mad, why she'd blown up so badly. Because it wasn't like her and it was so…they were right, she had been in worse so why had it been THAT trip that did her in.

"You lied to Danny," the Professor shrugged, "You made him feel bad about the travelling. You defend us against him. But it still hurt you to know you hurt him, to know that he didn't and doesn't approve of us and the trips we take you on. What happened on the moon? It was an opportunity to prove to him that you were picking him over us, to stop travelling, for him, to make it up to him for not having told him before."

It had taken a while for them to work that out, but looking at their own pasts, they could see similar decisions they'd made that had ended the same way or similar. When you hurt someone you cared about, all you wanted to do was make amends, to...reverse what you'd done to hurt them in the first place. Clara had hurt Danny by travelling with them, so the next chance her mind had, the next excuse and reason she had to not travel with them, she took it, even if she didn't realize why. Danny didn't want her travelling with them, but she didn't want to make him the reason why she stopped. But a part of her mind and heart didn't want him upset that she was travelling still, so that part had looked for any excuse to end things.

It had just ended them very badly and loudly.

"I'm…I'm sorry," Clara whispered, it did make sense to her, why her reaction had been so strong. The moon had been the first one after the two had hidden out at Coal Hill as a Caretaker and Tutor. And it had been weeks between then and the moon dealing with Danny and seeing the hint of betrayal in his eyes each time she talked to him. She'd just wanted to make that look go away and, some part of her knew it only would if she completely cut ties with the Time Lords. But she knew she never could, not unless she was very angry at them, not unless she hated them.

But that was just the problem, wasn't it, she couldn't hate them and…and she wasn't even sure she could stop travelling with them if she wanted to.

Did she?

Her ponderings were cut off by her phone ringing in her hand.

"Better answer that," the Doctor nodded at it, "Could be Maths boy."

Clara didn't even respond to the barb against Danny, just turned and headed up to the upper gallery to answer her call with some semblance of privacy.

"Do you think we got through to her?" the Professor turned to the Doctor, finishing up the last of her banana and starting to eat the peanut butter with her finger.

"You could get through to anyone with your sad eyes," he remarked.

"I'm being serious," she gave him a look for that.

He let out a long breath and nodded, "I hope so," was all he could offer her, before the two of them glanced at Clara, talking quietly above them, before turning to the console, starting to put in coordinates to take Clara back home. They were hoping they wouldn't be taking her there just yet, but she had been insisting through the whole adventure this was her last trip so it was better to be safe. They could only hope that, now that Clara knew the whole truth, that it hadn't been abandonment but trust, that she now understood the event from their point of view that she would reconsider. They didn't speak or look up from their work until Clara had turned on the gallery, her phone lowered, clearly done but lost in thought.

"Was that Maths?" the Doctor called up to her when she just…stood there, staring at them, "What did he want?"

Clara shook her head and took a deep breath, starting to smile widely, "He's fine with it."

"What?" the Professor blinked.

"Danny," Clara started to make her way down the stairs, a spring in her step, "He's fine with the idea of us knocking about. I mean, you're my grandparents and…it was his idea that we stop but…but he's decided he doesn't mind and neither do I. Oh, to hell with the last hurrah. Let's keep going!"

"That's an awfully big change of heart," the Professor eyed her carefully, getting the sense Clara wasn't being entirely honest with them, but…it truly was HER life and neither they nor Danny should have a say on whether she traveled or not. They could hope for it, argue for it, try to plead her into staying, but it was up to her in the end and it was her life.

"Yeah, they happen," Clara rolled her eyes playfully, but a bit too forcefully to not appear like she wasn't purposefully doing so to avoid looking the Professor in the eye.

"Really?" even the Doctor seemed hesitant to believe it.

"Look, as long as you get me home safe and on time, everything is great," Clara nodded, sounding more convincing this time, as though she were deciding that was how it was going to be, "I am _so sorry_ ," she told them, earnest this time, sincere, "I've had a wobble. It's a big wobble, but it's fine. Forget about it. Now, shut up Gramps and give me some planets Gran!"

"Well, I'm glad that you said that," the Doctor nodded, "Because you know that one that's made entirely of shrubs?"

"Are you sure about this?" the Professor just wanted to ask once more.

"Are you?" Clara challenged, "Have you ever been sure?"

"Yes," they both said.

Clara rolled her eyes, "About anything NOT related to each other," she gave them a pointed look.

"No," they both answered instead.

Clara laughed at that, "Then what are you waiting for?!" she cheered, "Let's go!"

The Time Lords looked at each other and smiled, turning to reach out, each of them taking a lever, and pulling them down, sending the TARDIS off to their next adventure.

* * *

**Notes for the Chapter:**

> I hope the Professor and Doctor were ok in dealing with Clara and remarks about why she acted the way she had in the last chapter. I wanted them to be able to explain to Clara what was really going on without being too harsh to her. The Doctor certainly has a bit of a grudge about the whole thing, but hopefully they can heal from that now :)  
> Before the notes though, I just wanted to say thank you to you all, I am SO sorry that I worried you :( I kept trying to get my parents to even let me put a note on tumblr about what was happening, but they were stubborn :( I really am SO touched by all your concern though, I really love you guys so much. I'm definitely back and I'm very excited for the story to come! I'm so glad to be back with you all :)


	9. Flatline

The Professor was sitting on the armchair again, a tub of popcorn in a metal tin balanced precariously on her stomach as she ate it piece by piece, amusedly watching Clara making various trips up and down the stairs and into the halls and back, gathering all the belongings she'd left on the TARDIS in a small pile. They weren't afraid she was moving out, not permanently anyway, she had already explained that she was trying to make a balance for both them and Danny in doing this. She would travel with them, but she didn't want to give Danny the impression that she was going to stay with them for long periods of time. She wanted him to know her life was based with him, but that she spent time with them on 'vacations.' It was also a way to force the Doctor into actually making sure that they got her back to Danny on the proper time because she wouldn't have any clothes or her own things there to make her stay comfortable.

"You could leave all that stuff here, you know," the Doctor called from the console, quite a distance away from the Professor. Her blaster was lying on the armrest of the chair and, with how truly short her temper and patience had gotten between Clara's last visit and this one, he didn't want to think about what it meant that the weapon was in such close reach. She claimed it was because it was digging into her side slightly in her jacket and that she just wanted to be more comfortable, but he was quite sure it was to remind him that she could shoot at him at any time and to watch his manners, it seemed the more pregnant she got, the more maternal she felt towards Clara and having him insult or upset her upset HER, "We  _do_  have literally acres of room."

"Oh, no," Clara waved him off, setting down a bag and smiling at them, "It's alright. Danny's got a little bit territorial. The idea of me leaving so much as a toothbrush here," she rolled her eyes exaggeratedly and laughed, "But, still, he's alright with us doing this which, I admit's a little bit weird, 'cos you'd think if he had a problem with me leaving stuff in the TARDIS, he'd object to me travelling in the TARDIS. But he's not, so…"

She stopped abruptly realizing that she'd been rambling in more a nervous fashion than normal, which was sure to make one of the Time Lords suspicious. She glanced at them but let out a breath of relief to see the Doctor was focused on the monitor and the Professor was digging at the bottom of her tin of popcorn. Her eyes went wide for a moment, the dig had to mean that the popcorn was nearly gone…which was quite a frightening thought given, when she'd first started to move things from her room, the Professor had only JUST opened that tin.

She hadn't been that long, had she?"

"Sorry," the Doctor looked up at Clara, as though just noticing that it had gotten silent for she'd stopped talking, "Stopped listening a while ago. Ok. Er…same time you left, same place-ish," the Doctor moved to pull a lever, setting the box down.

"Ish?" Clara frowned, "Don't give me an ish."

"Hold on…hold on," the Professor squirmed to be able to put the tin of popcorn on the floor beside the chair, leaning heavily on the side of it to push herself up, sighing with relief once she was upright and heading to the console to check the readings.

She had been feeling better the last day or so, at least when it came to breathing and her heartsburn. It was like the twins had decided to ease off her slightly, wiggling around and cuddling closer to try and not take up so much room, putting a relief on her chest and lungs which she was grateful for. Unfortunately, it also seemed to make her need to retire to the loo quite a bit more, she couldn't help notice she'd used it more and more as the days went on. She could be happy though of one other thing. She wasn't quite as hungry as she had been, her cravings finally settling down. The children seemed to have their elbows pressed into her stomach more now and it was making her less hungry, causing her to eat less when she was hungry, to fill up faster. The Doctor had assured her it was normal and suggested she eat more frequent but smaller meals or larger snacks throughout the day to keep her nourishment up even when she wasn't hungry enough to eat everything she thought of.

She was glad of that as well, her thoughts were a bit more focused on what was going on and not on the food that slipped into her thoughts.

"These readings…" she frowned as she saw them, "They ARE very ishy."

Clara blinked at that, giving the Professor a look, "Ishy?" that was probably the least technical term she'd ever heard the Professor utter.

"The scanner's useless," she murmured, ignoring Clara and turning to walk (she did NOT waddle! She didn't!) to the doors to look out. Normally she wouldn't, preferring her environment scans, but those were unavailable right now, "Oh you're joking!" she huffed as she opened the doors.

"What is it?" Clara headed over, the Doctor already at the woman's side, sliding past her out the door and squatting down to help her out. Wait…squatting? Clara hurried over and got to the door, leaning over slightly as she realized the doors were smaller now for some reason.

"This is ridiculous," the Professor grumbled as the Doctor chuckled, trying to help her squeeze out the door and into the area just outside.

The squatting was horrible and made it hard for her to move. Walking, in general, pained her slightly, caused twinges not just in her back any longer, but the Doctor reached out to rest a hand on her stomach, just under it to help take the weight off and allow her to move more easily. She finally managed to shuffle (shuffle, not waddle!) out of the TARDIS and turned to see it, for some reason, was only a few feet high now.

They were on some sort of vacant train yard it appeared, looking a bit deserted or at least not well kept though still in use as they could hear a train in the distance.

"Oh that's not fair," the Professor pouted as Clara just ducked down and made it out of the box as though it were the easiest thing in the world where the Time Lords had struggled.

"Being short has its advantages," Clara smirked at them, glancing at the fun-sized TARDIS, "So what did this?"

The Doctor walked around the box, examining it like so many of his companions had done in the past, "I don't think we're bigger, are we?" he glanced at the Professor.

She looked around, "On Earth," she nodded, "Our heights are relative to the items around us. Unless the world suddenly grew, we're the same height as always.

"Bristol?" Clara huffed, spotting a sign that read the location, "We're in Bristol!"

"120 miles from where we should be," the Professor gave the Doctor a look at that, seeming to be very disappointed and cross, before shaking her head fondly with a smile, "Impressive."

"No," Clara shook her head, "Not impressive. Annoying."

"Well THIS is impressive at least," the Doctor gestured at the TARDIS before pointing at Clara, "And this is annoying…ow!" he flinched as the Professor flicked his ear for the insult to Clara. He grumbled softly under his breath a moment, rubbing the side of his head.

"He mean the TARDIS never does this," the Professor turned to Clara.

"This is huge!" the Doctor agreed.

"Well, not literally huge," the Professor countered lightly.

"Slightly smaller than usual," he nodded.

"Which  _is_  huge," the Professor started to laugh at that.

All it served to do was make Clara roll her eyes at them, "Yes. I get it. You're excited. When can I go home?"

"Your house isn't going anywhere," the Doctor waved her off, "And neither is ours until we get this figured out," he glanced at Clara a moment, "Could you not just let us enjoy this moment of not knowing something?"

"Us?" the Professor raised an eyebrow, trying to cross her arms over her enormous stomach, but being unable to really do so, giving up after a few attempts and letting her arms hang freely.

"Do YOU know what's going on?" he challenged, crossing his arms with a smirk that made her narrow her eyes that he was teasing her about being able to do so.

"There are quite a few things that can cause this."

"Ah, but you don't know exactly which one!"

"…no," the Professor huffed out.

"Then it IS us," he nodded, very pleased about that, it wasn't often that the Professor didn't know what was happening, "And THAT is huge," he added, "It happens so rarely," he looked at her softly, "That we get to learn something together," he remarked, reaching out to take her hand, "You're brilliant, wife."

The Professor let out a soft breath, smiling at him, "You never could think as fast as me, husband."

"And now we're both thinking at the same rate," he teased again about her distractedness lately, "So let's see who can figure it out first while we're both on equal footing, eh?"

She laughed lightly at that and nodded, turning to Clara, "It shouldn't be dangerous, Clara, but we don't want you to get squished accidentally…"

"Why would I get squished?" she frowned.

"There are a few things this could be," the Professor explained, "One could be a failsafe on the TARDIS's part to remove a threat. They shrink, shrinking everything Time Lord with it and well…not shrinking non-Time Lord intruders."

Clara blinked at that, "Lovely."

"Yes," the Doctor nodded, "We'll need to check on that, but if it's not, we don't want to waste time just standing around. So we need you to help us find out what's caused this…"

"Fine," Clara rolled her eyes, "I'll go take a look around," she stepped past them to head along the tracks as the Doctor moved to try and help get the Professor back into the TARDIS.

"Next time we should just bring a skateboard and roll you in," the Doctor remarked to his wife.

She shot him a glare and flicked his ear again, "You are so lucky I left my blaster on the armchair," she warned him.

He just gave her a light chuckle for that, winding his arm beside her as they crouched, helping her side-walk into the box, waiting till she straightened within before he slide in and beside her, the two of them heading to the console and starting to look around at the various controls, checking the alarms and internal scanners for anything that might be wrong. But there wasn't anything there.

"So you didn't break any of the controls," the Professor murmured, "For once."

"I'm not that bad," he mumbled, pulling open one of the panels on top of the console to look at the circuitry below, there could be a cracked panel somewhere that was causing this.

"Then you didn't short-circuit the internal dimensional shift and 'shrink us?'" she shot him a look, recalling that mishap. They'd ended up only inches tall, the TARDIS altering the internal dimensions and making all living organism barely a finger's length tall.

"That only happened once, Kata," he huffed, teasingly though.

She smiled, about to open her mouth and list even more things he'd broken that had gotten them into trouble, when there was a sudden jolt that almost knocked them to their bums had they not been able to grab the console as quickly as they had. The Doctor was at her side in a moment, his arm wrapping around her to keep her steady as they looked up.

"Theta…" she began, a hint of a threat in her voice.

He winced, looking over quickly and was relieved to see the blaster was still on the armchair, before responding, "Now, that  _wasn't_  me," he insisted. He turned, looking around and spotted something near the door, "Stay here," he murmured to her, making his way over to the wall where the doors should have been. It was as though the doors had been filled in, as though there were only a solid wall there in its place…had it not been for the miniature version of the doors set into the wall instead, "Oh, that can't be good."

"Theta," the Professor huffed.

"It wasn't me!" he insisted, turning to look at her as she attempted to cross her arms again…and ended up having to settle for a scowl and hands on her hips, "I promise," he crossed his hearts, "NOT me."

The Time Lords looked over when the phone on the console began to ring, the Professor moving to pick it up, switching it to speaker as the Doctor joined her, "Clara?"

"Hey," Clara's voice echoed through the room, "I think I've found something. People are missing all over the estate. Do you think there's a connection?"

"Could be."

"And…where are you?"

The Doctor sighed, "Exactly where we were."

"No, you're not. I'm here and I can't see…oh."

"You've found us then?" the Professor guessed that Clara had finally noticed them. If the doors were any indication of how small the TARDIS was on the outside…they were likely barely half a foot tall now. No way they could possibly get out of the box now.

"Is that really you?"

"Yes," the Doctor muttered.

Clara laughed, "Oh, my God, that is so adorable. Are you in there?"

"Yes, we are," the Professor nodded even though Clara couldn't see them.

"And, no, it's not adorable!" the Doctor huffed, "It's very, very serious."

"So is this more shrink ray stuff? Are you tiny in there?"

"No," the Professor sighed, "We're exactly the same size. It's the exterior dimensions that have changed."

"…ok. Are you sure you're not all teeny weeny too?"

The Doctor rolled his eyes at that, frustrated and started to head to the doors to prove it, pausing to give a warning point of the finger back at the Professor not to move and follow him. The doors were only so big and it wasn't like Clara would be able to see both of them and…well, he'd noticed she didn't appear very comfortable moving too much lately, he'd rather avoid that if he could, make things easier for her. So he hurried over to the doors and pulled them open to look out at Clara, barely managing to turn his neck enough to look UP at her. His face, he knew, would appear regular sized but outlined by the tiny doors.

"Stop laughing!" he called as Clara doubled into more fits of laughter, "This is serious!"

"Yeah, well, I can't help it, can I? With you and your big old face. How are you going to get out?"

"We can't," the Professor called, Clara was still on the phone with them thankfully, "Clara, something nearby is leeching all the external dimensions."

"Aliens?" she sobered more at the thought that there was something else there doing this.

"Possibly."

"Oh, who are we kidding?" the Doctor scoffed, "Probably."

"The sensors are down and we can't risk taking off with the TARDIS in this state," the Professor added.

"Clara, we need you to pick up the TARDIS," the Doctor instructed from the doors, "Carefully."

"It should be possible. I've adjusted the relative gravity."

The Doctor watched as Clara reached down and, gently, picked up the little box, putting them almost closer to eye level with her, "You mean you've made it lighter," she stated.

"It's always lighter," the Professor stated, "If the TARDIS were to land with its true weight, it would fracture the surface of the Earth…"

"Yeah," Clara cut in, "Lessons for another time, Gran. What now Gramps?"

The Time Lords smiled at that, Clara had taken to calling them her grandparents again and, while they tried to make it seem like they wouldn't fault her for not doing so last time…they really were so pleased she hadn't stopped doing that. The Professor knew the Doctor was pleased as well, even if he wasn't quite as obvious about it. He wanted to give off the impression he was still cross with the girl.

"I've managed to get a rough fix on the source of the dimensional leeching during one of the scans," the Professor informed her, "It's roughly north west."

The Doctor rolled his eyes at Clara's confused look, how she was turning her head this way and that to try and get her bearings and stuck his fingers out the box to point in the right direction, "That way."

"Please don't do that," Clara leaned back to avoid his hand, "That's just wrong."

"Doctor," the Professor called and he turned around to see her picking up a small wooden box off the console and tossing it to him, "Right, thanks," he nodded at her before turning back to Clara, "You're going to need these," he reached into his pocket and pulled out his small wallet, handing it to her through the doors.

"Oh, wow," Clara smiled as she saw the psychic paper in the wallet, "This is an honor. Does this mean I'm you two now?"

"No, it does not," the Doctor deadpanned, pointing a finger at her through the door, "So don't get any ideas. There can only be ONE Professor out there. Two of either of us and you've doomed the Universe. Understood?"

"Aye, aye!" Clara gave a mock salute, smiling though when he handed her the sonic as well before she moved to put the TARDIS in a bag on her side.

The Doctor rolled his eyes at that, he wasn't finished yet, "And listen!" he called, getting Clara's attention as she looked down at him through the doors, "Stick this in your ear," he managed to get the wooden box out there as well.

Clara frowned but took it, opening it and placing the small earpod over her ear, the Doctor signaling to the Professor to end the call to Clara's mobile.

"Can you hear me Clara?" the Professor called from the console, moving over to some of the other controls and getting to work on them as the Doctor came to help.

"Yes," Clara's voice responded, before she gasped, "Ow! What just happened?!"

"Sorry," the Professor offered, hearing a flinch in Clara's voice, "Nanotech."

"We just hacked your optic nerve," the Doctor brought the monitor over to the Professor, a static on the screen starting to clear to reveal the train station, as though they were seeing it from Clara's point of view…which they were.

"What does that mean?" Clara asked.

"It means we see what you see," the Professor told her, the two of them watching as she turned sharply in a circle, pointing the sonic around at a row of flats and scanning it, turning again past a mural of footprints and hand prints and other markings.

"Anything?"

"Yes, we're dizzy," the Doctor deadpanned, "And if my wife gets sick over that little spin…"

"Nothing useful," the Professor cut in, giving the Doctor a look, she was fine. A bit…lightheaded from the quick turn Clara had done, but fine.

"Try getting closer to north-west," the Doctor ordered lightly instead.

Clara nodded and started heading towards the train tracks, looking over when another voice called to her, "You never did tell me your name!" a young black boy in a bright worker's vest jogged over to her.

"No time to fraternize," the Doctor frowned, "Come on, get rid of him."

"I don't know," the Professor argued, "He could have a better idea of odd goings-on in the area if he works round there."

"I'm er…I'm the Professor," Clara turned to the boy.

"Don't you dare…" the Doctor half-glared at the monitor.

"I think it's sweet," the Professor laughed lightly, "Our granddaughter had to take after one of us," she lightly nudged him in the ribs.

"Professor Oswald," Clara continued, "But you can call me Clara."

"I'm Rigsy," the boy reached out to shake her hand, "So er, what are you a professor of?"

"Of lies," the Doctor mumbled.

"Oh…loads of things," Clara offered instead.

"Clara, see if he knows anything," the Professor offered.

"What are you exactly?" Rigsy continued to speak, "You don't smell like police but that's some pretty cool gear you got there," the man on screen gestured at her ear, "You like a spy, or something?"

"Oh, he's a bright one, hang on to him," the Doctor rolled his eyes.

"You hush or I'll go get my blaster," the Professor pointed at the Doctor, before looking at the monitor again, "Clara?"

"Funny you should say that," Clara began, "Listen…I have a few questions for you."

"Like what?" the boy shrugged.

"Those people, the ones that disappeared," Clara began, "Do you know any more of them?"

"A few..."

"Do you know the first one?"

"Yeah."

"And the latest?"

"Yes."

The Time Lords could practically hear the grin in Clara's voice, "Excellent."

The Doctor glanced at the Professor and sighed, "Better she take after you than me," he agreed reluctantly.

"That's just Clara though," the Professor reassured him, stepping closer to him, reaching out to place his hand on her stomach, "I'd rather like them to take after you."

He smiled at that, looking down at her stomach, at his hand, feeling the babies kicking beneath it, "No," he shook his head, "After the BOTH of us, I think."

"I CAN hear you," Clara's voice spoke as a sort of hissed-whisper, "Don't do your old people flirty thing. You want me on the case, you'd best be too."

The Doctor rolled his eyes at that, "Aye, aye," he mocked, saluting Clara now that she couldn't see him.

~8~

As it turned out, Rigsy truly WAS a bright one and it did them well for Clara to hang onto him as he not only knew who the most recent disappearance was, but also where they lived and had led Clara right to it, "He was the last one to go missing," he explained as Clara reached a doorway that was blocked by police tape that Rigsy merely pulled down, "And when he disappeared all the doors and windows were locked from the inside."

"Ooh, now you're talking," the Doctor grinned, not looking over at the Professor who was now quite smug that he'd been proven wrong, munching on an apple for good measure, "I love a good locked room mystery."

The Professor swallowed her last bite and moved closer to the monitor, frowning as Clara glimpsed what appeared to be a mural on the wall behind a short bookcase of CDs. It almost looked like the top of a desert, an aerial view but very close up, like a sandy, cracked piece of land. Why anyone would want a mural of that was beyond her.

"Yeah, doesn't everyone?" Clara murmured, answering the Doctor.

"What?" Rigsy looked over at her.

"Huh? Oh, sorry. I'm talking to somebody else," they saw her arm move to tap her ear, the resounding thump accompanying it, "They're listening in. Doctor, Professor…Rigsy, Rigsy…the Doctor and Professor."

The Doctor rolled his eyes but flicked a switch, allowing Rigsy to hear them, "Hello, barely sentient local."

"Another Professor?" the boy asked.

"No," the Professor answered, "That was the Doctor. I'M the Professor."

"How do you sleep at night?" the Doctor scoffed, as though the boy SHOULD know which of them was who despite never having met them before, "Clara, missing people, tiny TARDIS, what's the link?"

"I think this is great that someone's finally looking into this," Rigsy remarked as Clara began to slowly wander the room, scanning with the sonic, the Time Lords looking at the readings as she went, "The police weren't doing anything. They never do on this estate. People were thinking that no one was listening. That no one cared. So, yeah. I think it's great what you're doing…"

"Clara, look, I think that we can manage on our own from now on," the Doctor began.

"He may still be useful," the Professor countered on Rigsy's behalf.

"We've got YOU," he looked at her, "What do we need anyone else for?"

"Can STILL hear you," Clara called.

"He lead Clara to the first disappearance," the Professor reminded him.

"We could have looked it up," he argued.

"And wasted time."

"HE'S wasting time gobbing on," the Doctor pouted.

The Professor snorted at that, "Says the man with the gob that never stops?"

"He's a pudding brain! Worse than that, he's a fluorescent pudding brain!"

"He could still be in the room," Rigsy remarked in thought, making them all fall silent, the Professor, though, gesturing at the monitor as though the boy had just proven her right.

"Sorry, what?" Clara turned to him.

"Sorry, nothing. I was just thinking out loud. It's like one of those locked room things you get in books. It's always something weird, like…he's still in the room or something. Do you want to go and check out another flat?"

"Doctor?" the Professor gave him a look that was steadily growing more and more smug.

He should have been annoyed by it, by the sheer smugness, but he was…honestly he was just happy that she was grinning. She'd been forced to sit down and watch him move about around the console, been forced to endure more calm trips for the sake of the babies, he was just thrilled this was something she could feel useful for, "Do you know," he returned her smile with a softer one, "I think that I was wrong about this lad. I think that he could be very useful. Vital local knowledge."

"Oh, really?" Clara turned to give herself a look in the mirror.

"Yes," the Doctor nodded, "I mean, not as knowledgeable as the Professor, but I'M not even that knowledgeable. So try not to scare him off."

Clara scoffed, "How would  _I_  scare him off?"

"Clara," the Professor called, "If you could finish scanning we can get to another disappearance and see if there are any similar readings.

"Fine," Clara sighed and turned to do just that.

"Maybe he's lost in the desert, or something," Rigsy added, making Clara look over to reveal he was staring at the desert mural.

"Ok, right, are we missing something here?" Clara called out, more to them than Rigsy, "Missing man, locked room. Shrink ray?" she offered, scanning the mural.

The Professor frowned as a small beep went off on the console and turned to examine it.

"Sorry, did you say just say shrink ray?" Rigsy turned to her, incredulous.

"What if he  _is_  still in this room like you said, only tiny?" Clara spoke, "You know, like underneath the sofa or something."

"Clara," the Doctor let out a breath, "This is the scaring off that we were talking about. This is why I leave the talking to the Professor."

Clara snorted at that, "You leave the talking to the woman with the blaster and itchy trigger finger?"

"She doesn't insult people as much as I apparently do."

"True," Clara agreed as the Professor looked over and gestured the Doctor to come look at the reading of the mural.

"Ok," Rigsy was saying, "So er, my lunch break's nearly up. This…this has been er, interesting…"

"Clara," the Professor called, "Don't let him go, we need him to take us to the next location."

"Do something!" the Doctor agreed, the reading they'd gotten off the mural…it had the potential to be quite disturbing.

"Rigsy!" Clara turned to the boy who was already in the doorway about to head out, "One sec. Doctor…open the doors."

The Doctor looked at the Professor, a frown on his face, but she nodded, "If it keeps him sticking around…"

He sighed but nodded, heading over to the doors and opening them to reveal that Clara had placed the TARDIS on a shelf in full view of Rigsy.

"Meet the Doctor," Clara gestured at the TARDIS, the Professor watching from the console as Clara looked at the small box, the Doctor's face appearing in it through the doors, Rigsy looked quite startled "So, what do you think? Tiny man idea?"

"Yes, it's a lovely thought," the Doctor rolled his eyes, "One the Professor already considered, which is why I set the sonic to scan for that as soon as we entered."

"Manners!" the Professor's voice called over to him and he huffed.

"Pleased to meet you," he rolled his eyes at Rigsy.

"I saw that!" the Professor looked over at him, pointing at the monitor as he glanced back at her, "Blaster, husband, that is all I'm saying.

"And you didn't think to tell me?" Clara spoke up, pulling both their attention back to her.

"Well, of course he might have been squashed under a policeman's shoe by now," the Doctor offered, keeping his face pressed to the door. Just because Clara wanted Rigsy to see them, didn't mean he had to see everything about the TARDIS.

"What are you?" Rigsy breathed, "Like, aliens, or something?"

"No," Clara said quickly when Rigsy looked at her too, "Well, he and the Professor are."

"The Professor's in there too?" Rigsy blinked as though he couldn't fathom how she fit.

"Doctor!" the Professor shouted as an alarm began to go off in the TARDIS moments after a sizzling noise sounded in the room. The Doctor hurried to her side as she examined what the readings were.

"Professor?" Clara moved to the doors and peeked in, "Doctor, did you hear that?"

"Yes," the Professor nodded, "Whatever it was, it just drained a massive amount of energy," she glanced at the Doctor, frowning, "From inside the TARDIS."

"What was it?"

The Professor sighed, "We don't know."

"But that's the least of our problems," the Doctor muttered, before turning to throw a look at Clara's face in the doorway, striding over to it, "Just get us out of there!" he shouted, slamming the doors.

Clara let out a huff, "Ok," she turned to Rigsy, "Rigsy, this is where we run. Stick with me," she moved for the door at a quick pace, the boy right behind her, the two starting to run once they had stepped foot over the doorway.

"This is just embarrassing," the Professor murmured quietly, looking at the Doctor with a frown, "We're from the race that  _built_  the TARDIS. Dimensions are our thing. So  _why_  can't I understand this?"

The Doctor reached out and rubbed her arms, pressing a kiss to her forehead, hearing tears in her voice. Her emotions really were all over the place and he didn't want her more upset or worked up than she was. So he gently led her over to the armchair and sat her down, "Take a moment to rest," he told her, "I'll get you a nice cuppa, eh?"

The Professor sniffled, angrily wiping at her eye, hating that she was crying over something so stupid, but she couldn't help it. Bloody hormones, "And a crumpet?"

He chuckled softly, "And a crumpet," he agreed, heading down the steps to the comms. they'd been using, "Clara, we need more info," he told her, "Where else have people disappeared? Go find one of them, the first one if possible, and let us know when you're ready to scan. We need to see if there are any links between the two homes. Alright?"

"You got it," Clara agreed.

The Doctor turned to look at the Professor once more as she sulkily traced patterns and letters on her stomach before he moved to head to the halls to get her what she requested.

~8~

The Professor rubbed her forehead, shaking her head at Clara when a police woman handed her back the psychic paper she'd shown the woman as proof of ID, "MI5?"

She turned to give the Doctor a look, "That was the best she could do?" she murmured, the speakers had been reset so only Clara could hear them, but she didn't want to talk too loudly with that comment.

He just grinned in reply, "Mystery Shoppers?" he supplied, reminding her of their last trip. She had to nod at that, they'd come up with far worse in the past.

"Yes," Clara spoke, a bit too loudly, likely that she'd heard them, "This case has got our attention."

"Well, you've come to the right place, ma'am," the lovely black officer smiled, "First reported disappearance, a Mr. Heath. It's not on the estate, but it's exactly the same MO as the rest."

"Clara, we think that your shrink ray theory was wrong," the Doctor called to her.

"My shrink ray theory?" Clara responded quietly, stepping away and using her mobile as a cover for talking to no one that the officer could see, "I thought you were already scanning for that."

"It's like they vanished…" the officer continued to speak to Rigsy in Clara's place.

"Clara," the Professor spoke up, "Look around, is there anything odd around the walls? Like the mural from before?"

"Why?" Clara asked, but turned to look around.

"Locked room mysteries," the Doctor explained, heading for the doors with a large hammer in his hand, "Classic solution number one, they're still in the room."

"Classic solution number two, they're in the walls," the Professor agreed.

"What do you mean, they're in the…" Clara trailed off and the Professor looked over to see the Doctor had opened the doors and pushed the hammer out the small opening, into Clara's periphery.

"Have we done as much as we could?" the officer was still complaining, "No. Do we have any suspects? No. Off the record, I think the top brass are hoping if they ignore this it'll all just go away."

"Apparently they're in the walls," Clara turned to face the others, lowering her phone and holding the hammer out to Rigsy. The boy eyed it a moment before shrugging and taking it, moving over to the nearest wall and starting to smash it apart. Clara glanced over when another mobile rang and the officer answered.

"PC Forrest," the woman gave Clara an apologetic look and turned to head out of the room to take the call, "Yes, sir. MI5, sir…"

"So," Rigsy glanced back at them, "You and those two in the box. You do this sort of stuff a lot?"

"Oh, well, they're usually out of the box," Clara waved it off, "But, yep."

"So how'd you get this gig? You study science, or aliens, or something?"

That drew a laugh from Clara, "No. Well, it's kind of a more of a right place, right time or wrong place, wrong time depending on how he's behaving, worst time and time depending what mood she's in lately."

"Thanks Clara," the Professor huffed, "I'm pregnant, not homicidal."

The Doctor wisely kept his remark of 'could have fooled me' to himself, instead calling out, "We CAN hear you, you know."

Clara didn't have a chance to respond to that before a scream sounded in the other room, one that sounded very much like the officer. Rigsy and Clara were out of the room in moments, the Doctor back at the Professor's side, watching as the two ran into the very next room…only to see the officer was nowhere to be seen.

"PC Forrest?" Clara called, searching for her, "Hello? Hello?" she moved to the middle of the room where the woman's torch was lying on the carpet, "She's gone…"

"Clara, look up a moment?" the Professor called, frowning and squinting as she caught something out of the corner of Clara's eyes, "To the left…that's it," she nodded, seeing an odd squiggling mural on the wall behind a sofa as well. It looked like a stringy fire going across the wall, but with an almost mirror image below it as well, "That…scan that a moment Clara."

"What are we missing?" the Doctor moved to the controls, taking the readings Clara got as she scanned the wall, "The TARDIS should be able to detect anything in the known universe…" he trailed off as the console beeped, the same results they'd gotten from the other mural.

"That mural," the Professor breathed, "It's not a mural. It's a nervous system scaled up and flattened."

The Doctor was grim as he joined her side once more, frowning as he looked at the image, seeing it now, "I think we've found PC Forrest. What's left of her, at least…"

"Her…nervous system?" Clara's voice sounded queasy.

"And that other one, in the last flat, it wasn't the desert, it was a microscopic blow up of human skin," she'd feared it might be that after the last scan revealed human DNA mixed with the image. She would have thought it was just someone that had touched it, or touched the paint when it was dry. But for another mural to appear, to have the same results, for that pattern to be visible…she knew what it was now.

"What?" Clara gasped, "Why?"

"Whatever they are, they are experimenting," the Professor began, "They're testing."

"They are…they are dissecting," the Doctor glanced at the Professor who had gone a bit green at that, her morning sickness had faded off, but too much of a certain smell or description could bring the nausea up again.

"Trying to understand us," the Professor nodded weakly, "Like Skaldak but not quite."

"How is it not quite like Skaldak?" Clara shook her head, making the image shake, the Ice Warrior had done the same, but more violently.

"I think…they may be trying to understand three dimensions."

Clara jumped and spun around as the sizzling noise sounded again moments before a door slammed shut. Rigsy hurried over to it, trying to pull the door open, but pulled his hand away from the knob quickly, "Ow…" he gaped in horror at the door, reaching out to touch the knob once more only to end up pressing his hand to the door, it looked like it had been painted onto the wood when it had very much been three dimensional moments before, "The handle…"

"They've flattened the handle," Clara called to the Time Lords.

"Fascinating," the Doctor breathed.

The Professor though turned from green to white as she looked at the door in horror.

"Clara," she leaned forward, urgent, "They're in the walls! You must keep away from them. If they touch you, you're finished."

Clara spun around to see the sofa and cushions looking as though they were being sucked into the walls, now turning 2D as well.

"What happens if they touch us?" Rigsy leapt back from an armchair going the same.

"They'll dissect you," the Professor called, "Use the parts of you they haven't examined from others to learn more about you. Each species is unique and right now they're focusing on humans."

The Doctor looked over at the Professor for that last one, sensing something more in her words, it was almost like she was familiar with this…had seen this before…

"That chair!" the Professor shouted, "The hanging chair, get on it!"

Clara and Rigsy hurried over to a chair that was hanging from the ceiling by a thick chain.

"Because they can't jump?" Clara asked the Professor.

"They have to travel along a flat surface," the Professor nodded, "So long as you don't touch the ground, they can't get you."

"How do you know?!" Rigsy cried.

"Because I've faced the Boneless before."

"The Boneless?" Clara shook her head again, "That's what they're called? What sort of rubbish species is called 'the Boneless?'"

The Professor knew Clara was only asking that because she was frightened, trying to make lighter of the situation, "They were only called that…after I finished dealing with them."

Clara fell silent at that, if she was going to say something more, it was cut off by her mobile ringing.

"Hey, you…" Clara quickly answered, starting to talk to Danny and failing miserably at keeping her voice steady.

The Professor looked over at the Doctor who was giving her an expectant look, "Later," she promised, knowing he wanted an explanation, "We need to get them out first."

He nodded and looked back at the monitor, trying to find a way to get the two out of there, "Clara, the window!" he pointed at the screen as the fireplace and walls and floor began to shimmer and wobble, like the wall in the good's lift that had led to the Shakri craft, "Swing!"

Clara kept trying to talk to Danny even as she and Rigsy began to rock the chair back and forth, getting closer and closer to the large bay windows just in the wall, the wobbling moving up the walls to the ceiling now, trying to loosen the chair to drop it.

"Clara, look up and, on my count, shatter the window," the Professor ordered and Clara did just that, staring up at the ceiling as the wobbling around the hook of the chair got worse, "Ok…in 3…2…1…now!" she shouted and Clara flicked the sonic on, shattering the window just as the wobbling released chair, sending them flying out the window and rolling onto the ground.

The Doctor moved to turn the monitor away a moment, facing the Professor, "The Boneless?"

She sighed, "The High Council sent me," she told him, "They were dimensional shifters the Daleks were trying to recruit. They would have been able to infiltrate our bases, slip between all dimensions and reform within our strongholds, plant bombs we wouldn't be able to find, hide them in paintings and murals. They tasked me to come up with a way to stop them…so I did. Sent me to their home world and I set off a dimensional trap, caught them only in the two dimensional world. It had always been a theory among the Academics, a possibility, I just…managed to work it out in the end. Any other world and they'd become too powerful. I thought it would be safest…it seems they're learning to work through the trap."

He nodded at that, "How did they get here?"

"I don't know," she shook her head, "They could have latched onto a ship that might have touched down, or to a Dalek and gotten off the planet till they ended up here."

"Do you know a way to stop them?" he asked her.

He knew her, he knew how she thought, especially during the war it was FAR too easy to predict how her mind worked then. She would have gone to the homeworld with two devices, one to trap them, and one to destroy them if need be. She wouldn't have just stuck them in a 2D world and not had any way to stop them if they managed to escape or came close to it.

"Yes," she swallowed, looking up at the console, "But…"

"You want to give them a choice," he nodded himself, already guessing that, already planning to do the same. It was good to have a backup though, if negotiations went sour, "I was thinking that as well. The War is over, they have no allegiance to the Daleks any longer, no one to fight and no reason to. If we can get through to them, make them realize what they're doing is harming others, they may stop."

"I…don't think they will," she warned him, "It was…ages ago that I trapped them. They may be too desperate to want to stop."

"Then WE stop them," he said easily, almost too easily, "We give them a choice, we warn them what the consequences would be to trying to take over the earth or use the humans like they are, and we see what they do."

The Professor let out a gentle breath at that, her hand resting on her stomach, "Agreed."

Clara was out there, and if the Boneless tried to harm her…

Speaking of Clara, she looked back over at the monitor to see Clara and Rigsy were walking back towards the train tracks, the disappearances all having happened in the same area, only a street away from the rail yard.

"You're quite the good liar, Clara," the Professor remarked.

"Yeah?" Clara responded, "Well, thought it was pretty weak myself."

"I wasn't talking about lying to Danny just then," she corrected, recalling Clara's shouts to the man when he'd called that she was trying to help a boy find his aunt somewhere, "You told us Danny was ok with you being back onboard the TARDIS."

"Well, he is," Clara insisted.

"Yeah, because he doesn't know anything about it," the Doctor agreed, crossing his arms disapprovingly.

"Oh don't give me a lecture now, gramps!" Clara groaned.

"Congratulations," the Doctor cut in, "Lying is a vital survival skill."

"Well…there you go."

"And a terrible habit."

"And a terrible mistake to think you could lie to us and we wouldn't suspect," the Professor added, wincing when a bit of feedback struck, followed by static on Clara's end, "Blowing out the window affected the earpiece," she warned Clara, "Take it out and sonic it."

"Doing it," Clara pulled it out of her ear, unfortunately cutting off their communication and sight with her in the process.

The Professor frowned and looked down at her stomach, "They won't lie to us…will they?" she looked up at him.

"Oh undoubtedly," the Doctor sighed, solemn, "When they don't want to get in trouble or when they want to sweeten us up, when they're older and don't want us to know what trouble they're getting into, when they're embarrassed they like someone…"

The Professor smiled faintly, "I meant about important things. I…I've never raised a child before Theta, I don't…I want them to trust me. I want them to be able to talk to me about anything without fear that I'll get cross with them or be disappointed in them."

The Doctor nodded at that, understanding, "We'll just have to do the best we can to make them know that," he reached out to touch her stomach as well, "We'll set an example for them. No lying."

She gave him an amused look, "Rule 1?"

He blinked, "Ah…"

She laughed at that, "Amended Rule 1: No lying to them."

He gave her a little grin for that, "I can do that."

"And, speaking of doing things…" she looked at the monitor, "Clara?" but there was silence, "Clara? Clara!"

"Look, Clara," the Doctor tried, "Talk to us, talk to us!"

A moment later the image came back as Clara appeared to be placing the earpiece back in her ear, reconnecting their communications and sight.

"Good."

The Professor, however, was frowning at the sight of another set of murals. Clara seemed to be standing in a short tunnel, lined on either side by images of people with their backs to her, "Clara!"

"Ah," Clara winced, her hand flying up to her ear as more feedback started, "A bit quieter if you please," she muttered.

"Clara, the mural," the Professor tried to lower her voice more, "Do you see it? It's the missing people, they're in the walls."

"What do I do?" Clara asked them, turning her back on a small group of men in similar work uniforms as Rigsy that had joined them.

"Act normal, but get everyone out," the Doctor ordered.

"They're very realistic," Clara turned back to the men, walking over to them, "Who painted them?"

"I don't know," Rigsy sighed, "A local artist. Probably a grieving relative."

"Did you ever meet them? Or did they just appear after people disappeared?" she said the last three words pointedly, likely giving Rigsy a meaningful look.

"And who are you when you're at home, love?" one of the men, a rather old, rather crabby looking man nearly sneered at Clara.

Clara held up the psychic paper, "Health and safety. This subway is unsafe. Everyone needs to leave right now."

The Doctor couldn't help but smile at that, glancing at the Professor, "You be health and I'll be safety?" he joked, recalling a few other times they'd gone that route.

"I'd rather be safety and you be health," she teased, making him chuckle.

The crabby old man, however, just glowered at Clara, "This is blank. Try again, sweetheart."

"What?!" Clara spun the paper to look at it.

"It takes quite a lack of imagination to beat psychic paper," the Doctor muttered.

"Stan," the man spun to another worker who had a bucket and brush in hand, "Do your job!"

"Clara stop him!" the Professor shouted, seeing the man reaching for the wall with the brush, intent to wash what he thought was paint away.

Clara had only just fully turned to the wall when the man, Stan, was literally sucked into the wall with a shout.

"Stan!" Rigsy gasped, stumbling back to Clara as the images on the wall started to turn around.

"What is this?" one of the other men breathed, "What are they?!"

"They're wearing the dead like camouflage," the Professor warned, "Clara you need to get out of there."

"Forget Stan," Clara yelled at the men as they seemed completely stunned motionless, "Your friend's gone."

"Clara, get them out of there!" the Doctor ordered.

Clara nodded, "We need to move. Now!" she reached out and grabbed Rigsy's arm, pulling him away with her as they ran down the small tunnel, glancing back to see the images sliding down the wall and into the ground…following them. She shook her head and focused ahead, following the men now as they took the lead, rushing into the rail yard, to a train shed and hurried inside, slamming the rusty door behind them. Clara turned quickly and flicked the sonic at the lock, sealing them in.

"Did they follow us?" a second man wheezed from the run, "'Cos I didn't see them follow us. Are we safe?"

"Are we really hiding from killer graffiti?" the first man rounded on the others, "This is insane."

"It's the Boneless, not Killer Graffiti," the Professor mumbled.

"And Stan was one of them," the second man cried, "Flattened, dead, but coming after us!"

"Clara," the Professor leaned closer, her voice dropping lower, growing serious, signaling Clara to pay close attention, "This is a vital stage. Right now they're all confused and disorientated but pretty soon a leader is going to emerge.  _You_  need to make sure that leader is you."

"I'm on it," Clara nodded, striding over to the other men, "George," she faced the second, frantic man, eyeing his uniform name tag quickly, "George, isn't it? Can you watch that area?" she pointed to the side a few feet away, "If you hear anything, anything moves, you shout, ok?"

"He will do no such thing until I get some answers!" the old man snapped, "Who are you? That's what I want to know. Impersonating a government official. Trespassing on council property…"

"Seriously?" Clara scoffed.

"Seriously."

"Fine, I'll tell you who I am. I am the one chance you've got of staying alive.  _That's_  who I am."

"Well done," the Doctor smiled slightly at that.

"She sounds just like you," the Professor reached out to put a hand on his arm, "Seems she takes after more than just me," she joked, watching as Clara got the men to work.

"Rigsy, how well do you know this area?" Clara turned to him, "Do you know where that door leads?" she nodded to one behind them.

"It's the old Brunswick line," Rigsy shrugged, "But it's not safe."

"Well, there's safe and there's safe," the first man, Al, judging by the name tag, mumbled.

"Yeah, I know it. I used to go down there all the time."

"Yeah, I'll bet you did," the old man grumbled, sneering at Rigsy, "Painting your filth."

"If I were there…" the Professor curled her hand into a fist as it rested on her stomach. The Doctor just chuckled and reached out to put his hand over hers, squeezing it lightly, rubbing his thumb over the back of it to soothe her though…he probably would have punched the man out by now as well.

"Yeah, well, you might be glad he did," Clara countered, "Those things come in here,  _that_  is our only way out," she turned and walked away a few feet, her voice lowering to speak to just them, "I just hope I can keep them all alive."

"Welcome to our world," the Doctor mused, "So what's next, Professor Clara?"

Clara took a deep breath, "Lie to them."

"What?" both Time Lords asked.

"Lie to them. Give them hope. Tell them they're all going to be fine. Isn't that what you two would do?"

The Professor paused to consider that, "In a manner of speaking," she admitted, "Statistically, people with hope tend to run faster, whereas people who think they're doomed…"

"Dawdle," Clara cut in, "End up dead."

"So that's what I sound like," the Doctor hummed.

"The Professor too sometimes."

"Bah," the Doctor waved that off, "I've never heard her sound like that."

The Professor rolled her eyes, knowing he'd heard her like that thousands of times before. But she shook her head, focusing back on the matter at hand, "Clara, do you remember just after we gave you the sonic, that other mural of the foot princes and other markings?"

"Vaguely," she answered.

"It wasn't a mural, it was the Boneless. I…kept track of them just after I dealt with them, just at the beginning, more to make sure that the trap held. They had a pattern for operation. They tried to use the images and impressions of what was left around them to communicate back, but no one noticed them."

"And now they've moved on to flattening and dissection," the Doctor guessed, "Trying to understand. Trying to emulate. But here's the big question. Do they actually know they're hurting us?"

"So what?" Clara sighed, "You think this is all one big misunderstanding?"

"It's doubtful," the Professor warned, "But I can't be certain. I wasn't of the mind to actually get to know everything about my targets, only what was useful and necessary for the mission. Nor did I really care what came after so long as the goal was met and met quickly."

"We would have to ask them," the Doctor agreed.

"And how do we do that?" Clara looked around.

"There!" the Professor pointed at the screen, "That tannoy to your left," Clara spun to look at it, "We can put in the frequency of the TARDIS to the sonic and, if you scan it, we should be able to broadcast a message to them from it."

Clara sighed but headed for it, calling Rigsy over with a step-ladder sitting near him, climbing up it and starting to sonic the old, rusting speakers, "CAN the TARDIS translate to their language? It didn't morph the impression from before into words."'

"The two dimensional world has a two dimensional language to it. It's complicated, it would have taken the TARDIS too long to actually morph it into our words so she left it."

"This is a bad idea," the old man ambled over, glaring up at Clara, having over heard and seen her talking into her earpiece, "What makes these colleagues of yours think those monsters even want to talk?"

"I know a race made of sentient gas who throw fireballs as a friendly wave," the Professor offered as the Doctor moved around the TARDIS trying to find something while she watched Clara working.

"I know another race with 64 stomachs who talk to each other by disemboweling," he called.

"And I've had experience with them before Clara," the Professor added.

"They've got a hunch," was all Clara offered to the other humans though.

"The point being that, in a universe as immense and bizarre as this one, you cannot be too quick to judge," the Doctor rejoined the Professor at the console, "These creatures may not even know that they're hurting us."

"Do you really believe that?"

"No," the Professor sighed, "I don't believe it at all," anyone that even gave pause to consider the Dalek cause she would never believe meant no harm, "But…" she rubbed her stomach, she didn't want her children to see them just assuming the Boneless were hostile without giving them the chance to explain. At a stretch, what if they were on Earth to apologize to the last Time Lords for the War and ask them for help returning to their former form? They had to be sure, the children were developing so quickly she was sure they were conscious and aware of what was going on by now, "We can hope."

"It would make a nice change, wouldn't it?" the Doctor agreed.

"Right," the Professor stepped over to the keyboard as Clara finished, "Starting with pi, it's the longest sequence of numbers," she explained as she started to put in the command, "It's an extension, an invitation, to either ignore or cut off and respond."

They watched on the monitor as the speakers kicked on and a note rang out through the train shed…only stopping after a moment when a beep went off in the console.

"They're responding," the Doctor called, "The TARDIS is translating now. It's a number…"

"55," the Professor called, frowning.

"55?" Clara seemed equally confused, "What does that mean?"

"Tenth Fibonacci number?" the Doctor offered, citing the 'perfect sequence' the one that defined nature and harmony and balance…

"Atomic number of caesium," the Professor countered, anything 'atomic' could be a threat…

"I know what it means," Rigsy spoke quietly, pulling their attention to the monitor where Clara was looking at Rigsy tugging at his jacket, "We all have numbers on our jackets. Have to sign them out. That was the number on Stan's jacket, the man they flattened in the subway."

"They're gloating!" the old man hissed.

"We don't know that," the Doctor argued.

"It could be an apology, for all we know," Clara agreed.

"Really?" Al hesitated, "That's nice of them."

The old man scoffed though, "An apology? Are you seriously…"

He was cut off by another high-pitched noise sounding over the speakers, Clara quieting them to allow the TARDIS to translate.

"22," the Professor called after a moment.

"22," Clara repeated.

Rigsy stiffened, "That's George."

The old man turned his head to look at the man that Clara had sent off to keep watch, "Looks like your number's up, George," before he focused back on Clara, " _Now_  they're threatening."

"Maybe," Clara murmured, "Or maybe they're showing us they can read."

"Oh, grow up! They're picking targets."

"Of course  _you'd_  see it that way," Rigsy rolled his eyes.

"What do you mean by that?!"

"Clara," the Professor spoke.

"What?" she replied.

"George hasn't said anything," the Professor mentioned. If someone had told her her number was up or that she was being threatened, she would have responded by now.

Clara seemed to realize that as well and turned to look over at George herself, "George?" she called to the man who was standing very still a few feet away, staring ahead at the other side of the room, unmoving, not even reacting to Rigsy and the old man starting to shout at each other.

"Clara, be careful," the Doctor warned as Clara started to move closer to George.

Clara paused, her breath catching as she noticed something…and stepped to the side to look at George from another angle, only to see the man was nothing more than a 2D image…which disintegrated to the floor moments later, "The tunnel!" she spun back around to the others, running back to them, "They've got George!"

"We know," the Doctor spoke, "We saw."

"What now?"

"Professor?" he turned to her, she nodded, starting to get to work on the console, to prepare the box to stop the Boneless, "Give me a minute Clara," he called back to her, moving to the other side of the console and gathering supplies to make something, "We're working on it…"

The Professor glanced up, hearing a slam on the monitor to see Clara and the others had run far away, into the tunnel, one that looked rather disused, so old that the railway track had been removed, the slamming having been from them first entering. They were slowing down now, nearing a rusty door with a wheel on the middle of it, one that was flat, just like the one in the first victim's flat had been.

"Another flat handle," Clara told them, "They were here. Not now. They've stopped chasing us, I think. It feels like they're cornering us."

"You can't apply human logic," the Professor shook her head, still moving around the console to get the right settings, "You're dealing with creatures from another dimension."

"That's three exits all blocked by those creatures," Al reported.

"Rigsy, where's the next exit?" Clara asked.

"The only other one I can think of is where the old line joins the new, but it's a fair walk," Rigsy answered, "Getting through that door would be quicker."

"But we can't, can we?" the old man snapped, sorely tempting the Professor to grab her blaster off the armchair and go to the door and fire a shot just to spook the man to stop talking…or, you know, 'accidently' get him in the foot…

"I'm just saying…"

"Clara," the Doctor hurried over to the Professor, holding up the small device he was working on, silently asking her to pause her work and help him with his, wanting to get this done as fast as possible, "We might be able to help with that door. Give us five minutes…"

"With my chubby little fingers, we may need six," the Professor grumbled.

The Doctor just grabbed one of her hands and kissed her pointer finger in response, all the time they could afford to waste at the moment, though it made her smile regardless.

~8~

Almost five minutes exactly, Clara's voice echoed through the TARDIS once more, "So this thing you're working on…"

"We've figured out a way to restore three dimensions," the Professor called, that had been what the Doctor had wanted her to look at, if she trapped them in the second dimension, she would have known how to restore them to the third.

"At least on a small scale," the Doctor warned, that failsafe being needed in case the Boneless got hold of it, "Say door handles."

"So, what's that, then?" Clara asked, "A de-flattener?"

"No," the Professor grimaced at the name, "We're not calling it a de-flattener."

The Doctor moved to the doors, pulling them open and sticking the device out them, handing it off to Clara. It was rather crude, even by their standards, but not much could be done in five minutes with just what was on hand. It ended up looking like a rather old calculator with a ball on top of it and a little satellite dish attached to the end as well.

"This should be able to restore dimensions," the Professor informed Clara as the Doctor came back to her side.

"You see what I've called it?" he asked Clara eagerly.

"Two D Is?" Clara murmured, "Two Dee Iz?"

"No," the Doctor rolled his eyes, "Twodis. It's called the Twodis," he looked at the Professor for help but she only shook her head at him, amused, making him sigh, "Why'd I even bother?" before he waved his hand at nothing in particular, "Well, give it a go, then."

They watched as Clara held the device up to the door they needed to get through, the one with the flat wheel and activated it. Small pulses of green light drifted out of it, causing smoke to emit from the device and a spark to go off…the wheel still flat.

"Long way round it is," Clara muttered, pushing the Twodis into her bag, through the doors of the TARDIS once more.

The Doctor stepped over and picked up the device, only to look up startled, when alarms began to ring, sending him and the Professor rushing around the console, "Clara, I don't know how, but they're doing it again. They're leeching the TARDIS!"

"How?! Your doors are closed."

"They've changed frequency," the Professor realized, "This time it's different…"

Clara turned to the other men and started to shout, "Listen! The Doctor and Professor think we might be in trouble. They think they might be close…"

"Where, exactly?" the old man demanded.

"I don't know. They're not sure. They're getting readings all around…" she trailed off, her gaze locked on something down the tunnel, pulling the Time Lords' attention to her line of sight where something appeared to be forming in the light that was at the end of the tunnel, like a shadowy shape…

"Oh, that's just great," the old man grumbled, "Sounds important but means absolutely nothing. Can you tell your friends…"

"Clara behind him!" the Professor called a warning as she spotted what looked like a giant hand on the wall of the tunnel, one of the graffiti designs, separate from the wall and grab for Al. But it was too late, it snatched him up into the air, pulling him right back into the wall as he screamed, "They're breaking through the trap," she breathed, the Boneless one step closer to true 3D.

"Run!" Rigsy suddenly shouted, pointing to the ground where lumps and wobbling appeared just like in the flat from earlier.

"The door," Clara called to the Time Lords as they looked around for a way out, a safe path to go down, "The handle's flattened…"

The Doctor ran for the doors, shoving the Twodis out them once more, "I've boosted the output!"

"And it will work this time?"

"Absolutely," he hurried back to the Professor, watching on the screen as Clara turned to the door, clicking it on. The streams of green energy drifted out, just like before, but this time the wheel became dimensional once more.

Rigsy hurried forward and got the door open, slamming it shut behind them and spinning the wheel to lock it.

"Clara, wait!" the Professor shouted as the girl moved to run, "Use it again. It can reverse the process."

"There's a ladder at the end of this," Rigsy told the others, "If we get down into the tunnel, we can make it into daylight."

Clara nodded, "Hang on! Hang on…" she moved to the door and clicked the Twodis on once more, flattening the wheel, hoping it would slow the Boneless down.

"If it's flat, we're safe now, aren't we?" the old man asked.

"They can't get through, can they?" Rigsy turned to Clara.

"Wait…" Clara murmured, staring at the door, hearing a crackling from the other side of the door.

"Clara, run!" the Professor shouted when the wheel became 3D once more, the Boneless working on it form the other side, "They're learning," she sighed, running a hand through her hair, "They were able to manifest in 3D for a moment, but it's enough for them to be able to restore the dimensions they flattened. They can reverse what they've done…it's only a matter of time before they can do the same to what I've done…" she moved to the other side of the console, to where she'd been putting in the commands to stop the Boneless permanently and cursed silently under her breath.

The Doctor moved to her side, his hand resting on her back as he leaned over to see what had cause her such distress, "Clara, do you want the good news or the bad news?"

"We're in the bad news!" Clara shouted, panting as she ran, "I'm living the bad news!"

"The good news is the Professor has a way to send them back to their own dimension and destroy that pocket of it."

"Do it! Now!"

"That's the bad news," the Professor sighed, "The TARDIS doesn't have enough dimensional energy to pull it off."

"Great," Clara huffed as she and the two men came to a rest on a railed ledge on the upper portion of the tunnel, needing to catch their breath, "What do you want me to do about it?"

"The Boneless can release dimensional energy as equally as they can steal it…"

"Maybe if I ask them really nicely, they'll fill you up again!" Clara grumbled, "Hey!" gasped as the old man grabbed at her bag and yanked the TARDIS out of it.

"Give me that machine!" he demanded, looking for the Twodis, "Hand it over!" he managed to nab the Twodis as well, but Rigsy rushed forward to try and grab it back from him…

And the next thing the Time Lords knew, Clara was watching as the TARDIS fell over the railing and into the darkness.

"Doctor?!" Clara called, suddenly frantic, as the TARDIS shook and alarms began to blare, the lights going red, "Professor! I'm sorry! I dropped you down a hole. Where are you?"

"We don't know," the Doctor shouted as he and the Professor tried to get the computers working again, as it was, they could barely hear Clara or see anything useful.

"The shields have gone," the Professor reported, "Structural integrity is failing…"

"Another blow like that and we…" he cut himself of suddenly, not about to entertain that thought. He moved over to the doors to look out, to try and get their bearings and nearly laughed at how truly terrible his luck was, "We're on the train lines," he called back, "…and there's a train coming."

"Oh of course there is!" the Professor huffed, trying to get anything back online.

"Short-term re-materialization?" the Doctor called to her, keeping watch on the train. Of course, they would also land on a raised part of the track, on concrete slabs, so there was no room for the train to pass over them.

"Not enough power," the Professor shook her head.

"Teleport?"

"Not enough power."

"Reroute the heart of the TARDIS through…"

"There is NOT enough power, husband!" the Professor snapped.

"Can't you move the TARDIS?" Clara called, alarmed, still able to hear them.

"Clara, there is no power," the Professor huffed, slamming her hands on the console in frustration, refusing to let her angry/scared tears fall, not when she needed to focus on what she could do to get them out of this. This was her job damn it! It was her thing to come up with plans quickly!

"Listen," the Doctor started to move back towards the console, to the Professor, sensing her anger and frustration and fear and wanting to comfort her, "Do what you can to get those people out of there. You're stronger than you know…"

"No," Clara cut in, "I mean, can't you move the TARDIS. Like Addams Family?"

The Time Lords froze and looked at each other a moment before the Doctor bolted back to the doors, crouching slightly to stick his hand through the opening enough to get his whole hand out, shifting a bit to start using his fingers to drag the box along the concrete and towards the edge…

"We're off!" the Doctor called back to the Professor, not pulling his hand in yet, wanting to get the box up and to the side just a little more, to clear the train completely.

"Clara Oswald you are a genius!" the Professor shouted.

"There we go!" the Doctor cheered, pulling his hand in when he was sure they were safe and shut the doors, starting to dance a little jig back towards the Professor, humming the Addams Family tune as he went.

He'd just reached the console when the TARDIS jolted. His eyes widened and he turned to hurry back to the doors, looking out to see that the vibration of the oncoming train had shaken the TARDIS right back onto the tracks…and this time the train was too close for him to be able to move it in time.

"Professor!" he shouted over to her as the train got dangerously close.

She ducked down near the edge of the console and pulled something under it, filling the TARDIS with a bright light, nearly blinding them both…before it dimmed. The lights low, the computers off, the only real light coming from the rotor. The Doctor moved quickly to her side, helping her get back up, the two of them looking at the dead console, their communication to Clara cut off, the room sealed, even the path to the halls had closed, leaving them trapped in just that room. There was no opening at all that they could see, not the vents, not the windows, nothing.

They were trapped, with whatever air and heat the room naturally had…which didn't inspire much good thought as the chill was already starting to creep in.

"I don't know if you can still hear us out there, Clara," the Doctor called, moving his arm around the Professor, "But the TARDIS is now in siege-mode."

"There's no way in, and no way out," the Professor let out a breath, "I managed to turn it on just before the train hit. But…" they looked at the console, deep frowns on their faces, "There's not enough power left now to turn it off."

~8~

"No, no, no, what are you doing?!" the Doctor hit the scanner with a huff before he stomped up the small steps to where the Professor was curled up as much as she could be on the arm chair, a blanket wrapped around her. She shifted, giving him a pointed look as she made room for him, telling him he had BETTER sit beside her, and so he did.

"I'm sorry, Kata," he murmured after a moment.

"For what?" she snuggled into his shoulder, her breath coming out as a soft puff.

"I was the one to put the TARDIS in siege mode."

"To save our lives."

"Prolong, maybe," he muttered.

"Don't think about it," the Professor whispered, a small crack in her voice telling him not to DARE imply that they or their children were about to die, "Clara…she's smart, we taught her well, she'll find a way to fix this."

"At the end of the day, she's a pudding brain."

"But she's OUR pudding brain," the Professor reminded him, "She's a…low fat, sugar free, dairy free pudding. She's not as bad as the other puddings."

He chuckled at that, "Maybe she's not."

"She's our granddaughter, we have to trust she'll work it out."

"If we must," he sighed, reaching up to run his hand through her hair, "I just…"

"Don't think about it," the Professor repeated, "Trust me, Theta, thinking about what's coming or what might be coming only makes it worse," there was a sorrow in her voice that reminded him she had ample experience with that, both in her training and the war, "Think of something else, it makes it hurt less to distract yourself. Think of something pleasant and hopeful."

"Like what?"

"Names."

"Names?"

"For our children, what should we call them?"

He chuckled, "We already have names."

And they did, they'd picked out Gallifreyan names for their children when…well, when they had been children themselves. When they'd had their lives ahead of them and all the hope in the Universe of actually being Bonded one day. It had taken hours of arguing, but they'd finally picked names.

"But one boy and one girl," she shook her head, her eyes drifting shut at the warmth around her despite the chill in the air, "What if it's two of each."

"Then we reverse gender the other name," he suggested, "Both could be altered to be a girl or boy's name."

She hummed lightly, "That's true."

"Then we don't need to talk about names."

"They'll need other names," she reminded him, "How would we introduce them to Clara? Or to Martha or Jack? We can't tell them their names, we need something that others can call them till they decide if they want to title themselves."

The Doctor blinked at that, "That's…true," he mimicked.

"Well then," she sighed in contentment, "We had better get started…"

~8~

Thinking of names had worked better than the Doctor thought it would, but then again there were…quite a few names to be thought of. Should they rhyme? Should they relate to each other? Should they be utterly different? Should they mean something? Should it be an actual human-like name? Or perhaps just a nickname? Like…pudding and crumpet or something else? They hadn't come to a decision at all but it had helped distract him, ease them both, give them hope and get their minds off the state of the TARDIS. But there was little to be done now. Air was getting harder to take in and it was up to Clara entirely to save  _them_  this time.

The Doctor wound his arms around the Professor tighter, "Life support failing," he murmured, the Professor even more tired and affected than he was given the extra strain it was putting on her body, she was completely unconscious and he was doing all he could to not use what little oxygen and heat they had left by raging about that. He was going to hold her as long as possible, be as calm as possible so that the air would last longer. Just a little longer, he had to hope, just a little longer and Clara would figure something out, he HAD to hope that, "I don't know if you'll ever hear this, Clara. I don't even know if you're still alive out there. But…" he sighed, "You were good! And you made a mighty fine Professor too," he looked at his wife, pressing a kiss to her forehead, willing the tears prickling his eyes to not fall as he felt his children kick on his hand, "She would be proud of you."

He took a deep breath and closed his eyes, if he went to sleep, less air would be used up and…

His eyes snapped open as the TARDIS began to shake, the lights turning red as tendrils of red energy shot down from the doors and over to the console. He looked back and forth between them and the Professor before quickly (and carefully) getting out from beside her and running to the console, checking on the controls as the power began to return, the air filling the room in a warm gust.

"Oh yes!" he cheered, pulling lever after lever, pushing button after button, getting the TARDIS out of siege mode, filtering the energy to where it was needed, resizing the TARDIS back to its proper size and flying it out to where the scanners were now picking up a large energy flux of where the Boneless were.

"What…" the Professor's tired voice drifted over to him as he landed the box with a thump.

He hurried over to her, his hand behind her head as he kissed her forehead, "Rest," he told her quietly, "I can do this," he smiled widely and dashed back to the console, keeping the Professor in his periphery as she slowly started to stretch and move her stiffened limbs.

He grabbed another lever and pushed it down, sending a blast of energy out of the TARDIS, as though he were reversing a force field and using it to push the Boneless back, "We tried to talk," he called as he flipped the comms. on, "We want you to remember that. We tried to reach out, I tried to understand you, but the Professor knew you better than anyone. You've proven why you're here, what you were planning to do, just as she thought. It doesn't matter now though, what you were plotting or hoping for, you've proven you are monsters. That is the role you seem determined to play. So it seems I must play mine."

He gave the Professor one more look, seeing her smiling at him and nodding encouragingly for him to go and be the hero.

He grinned at her and ran out the door, coming face to face with what looked like graffiti versions of humans that were literally struggling to hold themselves together, an inch away from falling apart, Clara, the old man, Rigsy, and another man climbing down a ladder behind him.

"I am the man that stops the monsters," he declared, facing them, "And I'm not just sending you back to your two dimensional prison. No. None of you are going to survive this trip. Sorry," he smirked darkly, not sounding sorry at all, "But you brought this on yourselves. You are not welcome here!" he turned, holding out his hand to Clara who tossed him the sonic, "And this plane, these people, are protected!"

And with that, he threw his arm out, the sonic activating another blast from the TARDIS, a force field extending, but this time, instead of just shoving the Boneless back…they disintegrated before his very eyes with a pained squeal.

He waited a moment longer, making sure they were well and truly gone, before he flipped the sonic in his hand and placed it back in his pocket with a flourish.

~8~

The Professor had never seen a human so thankful to be on the ground as when the stray Clara had picked up, a train driver, stepped out of the TARDIS after it materialized in the rail yard and literally kissed the ground. It had earned a bit of a laugh from Clara and Rigsy, though the old man just continued to sneer at everyone. Rigsy walked off a moment later with Clara's mobile to make a call home, something Clara could understand, leaving the Time Lords, Clara, and the two other humans by the now-normal sized TARDIS.

"You alright?" Clara looked at the driver.

"I'm alive, and I've been inside that," he pointed at the TARDIS with a wide smile, "I think I'm up on the deal. Come here," he chuckled, moving over to Clara and hugging her tightly, "Thank you," he smiled at the Time Lords, the Doctor standing there with his arm around the Professor's shoulders as she leaned on him. He glanced over at the old man, standing from tying his boots, and remarked, "You look chipper," to him before walking off.

"Do people still say chipper?" Clara wondered.

"Apparently," the Professor mused, glancing at Clara who was smiling faintly, but distantly, "Are you ok?"

"I'm alive," was the answer they got, so not a yes or no.

"And a lot of people died," the Doctor finished for her.

"It's like a forest fire, though, isn't it?" the old man turned to them, "The objective is to save the great trees, not the brushwood. Am I right?"

The Doctor tightened his hold on the Professor's shoulders, ' _No,_ ' he told her in her mind, ' _You are NOT getting your blaster to use on him._ '

' _But…_ '

' _Save your battery or when I irritate you,_ ' he offered.

' _I doubt even you could irritate me as much as he does,_ ' she muttered.

"It wasn't a fire," she settled for saying that instead of putting a hole through the man, "Those weren't trees, those were people."

"They were Community Payback scumbags," the man nearly spat, "I wouldn't lose any sleep."

"I bet you wouldn't," the Doctor looked disgusted by him. It was true, he and the Professor had taken lives before, gave others cause to take their own, they lost sleep over all of them. No one should be so unaffected by taking a life or a life ending that they could sleep soundly.

"It's good to be alive though," the man took a deep breath, grinning foully, "Thank you. Seriously, thank you."

The Doctor shook his head as the man walked off with a skip in his step, "Yes, a lot of people died and maybe the wrong people survived."

"Yeah, but we saved the world, right?" Clara tried to perk them up from their solemn and scowling moods.

"We did," the Professor nodded, starting to smile as she looked at Clara, "You did as well."

"Ok, so, on balance," Clara remarked.

"Balance?" the Doctor turned to her, his hand absently rubbing up and down the Professor's arm.

"Yeah, that's how you think, isn't it?" she started to smirk.

"Largely so other people don't have to."

"Yeah, well, I was the Professor today," Clara reminded him, "I was…I was a bit of both of you I suppose. I was the Proftor…"

"Proftor?" the Professor couldn't contain her snort at that.

"And, apparently, I was quite a fine Proftor," Clara stuck her nose up jokingly, her tone telling them she was purposefully using those words, putting a spin on them.

The Doctor rubbed the back of his neck, recognizing where she heard them from, "You heard that, did you?"

"Yeah," she smiled, "But the power was going off so I suppose you were delirious…"

"I had my wife in my arms, of course I was delirious," the Doctor defended, only serving to make the Professor flush and Clara laugh.

"And I know how distracted you get by her," Clara played along, "So I doubt you knew what you were saying to ME…"

"Yes, exactly," the Doctor nodded, not even slightly embarrassed, though he was rather quick to turn the conversation when Rigsy returned to them, finished with his phone conversation, "Ah! The return of the fluorescent pudding brain."

"You do realize he can hear you now?"

"I know."

"Your last painting was so good it saved the world," the Professor commended him, thoughtful, "My first real invention almost destroyed a world," she shook her head, focusing on the here and now, "I can't wait to see what you do next."

Rigsy gave a soft chuckle at that, choosing to ignore her second comment, "It's not going to be easy. I've got a hair band to live up to," the Time Lords seemed a bit confused by that statement, but Clara just laughed knowingly and turned to hug the boy, "Thanks."

Clara gave him a smile and a nod as the boy waved and turned to head off, "Admit it," she focused on the Time Lords again, not about to let this go, "I did well," she looked down as her phone rang and pulled it out of her pocket, tapping the screen quickly to ignore the call.

"Is that Maths?" the Doctor nodded at her phone as she slipped it back into her pocket.

"Just say it!" Clara huffed playfully, "Why can't you just say it? Why can't you just say I did good?"

"Talk to maths boy," he gestured at the phone this time.

"It's not him," Clara said quickly, but they all knew it was a lie, so Clara didn't give them the chance to say anything about it, "Come on, why can't you say it? I was the Proftor and I was good."

The Professor laughed at that, "You were the best Proftor there ever was, Clara."

"Thank you," she smiled before catching the amused look in the Doctor's eyes, "Hold on, are you saying that because I was the ONLY Proftor there ever was?"

The Doctor just zipped his lips and turned to lead the Professor back into the TARDIS as the woman laughed.

"Oi!" Clara shouted, hurrying after them, the door shutting behind her as the TARDIS dematerialized.

* * *

**Notes for the Chapter:**

> I think this was the shortest chapter lol, though not my favorite episode since the Doctor couldn't really do much and, in the Professor's condition I couldn't see him letting her just wander about without him so she had to stay with him. So I really wanted to have a moment with the Time Lords when their time was nearly out. I feel like...with all the training the Professor went through, she might have been in a position like that before and she would be even slightly familiar with it and do all she could to reassure the Doctor it would be ok. And, on top of that, the Doctor was with her this time, so, no matter what, it's already better for her, so long as he's there :')
> 
> Also, I had to add the little tub of popcorn bit to the start of the chapter.


	10. In the Forest of the Night

The Professor couldn't help but laugh as she was leaning half on the console, one hand braced against it, the other resting lightly on her stomach as the Doctor 'massaged' her back…more like tried to and then would poke or tickle her till she squirmed and slapped his hands away. She took a moment to still him, grabbing both his hands in her own before she turned, holding them before her, half sitting on the edge of the console instead. She was beaming, just glowing and he couldn't help but tug a hand out of hers to rest on her stomach. It appeared the children were sleeping at the moment, still and calm for once, which he knew she appreciated.

"Of course, your children would calm down when I'm wide awake and not when I want to sleep," she joked.

He crouched down so his face was right by her stomach and poked it lightly, "Oi! You two, up and at 'em. Come on, let's give your dear old mum a kick for us. Ow!" he flinched back as she flicked his ear.

"Call me old again…" she threatened.

He rolled his eyes at that, "You don't scare me, Kata."

She pouted, "NOW," she huffed, "Give me my blaster back and…"

"No," he said quickly, shaking his head, "You nearly killed me!"

"I barely grazed you," she countered.

He merely turned and poked at his shoulder of his jacket, sticking his finger into a tear in the fabric, giving her a pointed look. He'd gotten her irritated, her emotions high, her patience low, and she really HAD grabbed her blaster and fired at him as she had been threatening to do for many months now. It appeared she'd finally reached that point of following through.

"A graze," she stuck her nose up slightly, "Point proven."

"Well, even still, you," he pointed at her warningly, "Are not getting that blaster back till after the wee ones are born."

She rolled her eyes, about to counter that when they both fell silent, glancing over toward the doors where a soft knock had sounded. They looked back at each other a moment, frowning at that, Clara wasn't due to come see them for another few hours at the least and even then she was going to call them to let them know where to pick her up not come find them. The Doctor immediately turned to the console, moving to the monitor and flicking it on, putting in commands to activate the outer cameras, making the Professor smile when she saw him do so. He was more cautious now, taking precautions to check who was outside. After the incident with the Boneless, realizing that there were enemies out there of hers that were solely after HER instead of him or the both of them, he was less inclined to just open the doors. What he saw as some random person or alien might be one with a grudge against her.

He looked over at her when he caught sight of a young girl, dark hair and bright eyed, in a Coal Hill uniform, standing there. She reached out a hand to his shoulder and nudged him towards the door with a nod that it was safe, the TARDIS also ran scans on all humanoid people outside her doors now, automatically, it seemed even their dear old mum was concerned and didn't want a shimmer or a shape shifter to make their way in if they were a threat. But this was reading 100 percent human, and it was a little girl.

The Doctor hurried over to the doors, grumbling slightly under his breath that their moment had been a bit interrupted, before throwing the doors open.

He didn't even get a chance to speak before the girl looked up at him, "I'm lost. Please, can you help me?"

"It's that way," he pointed ahead of her, back through a dense forest, before shutting the door.

"Trafalgar Square, husband!" the Professor called.

He paused at that, his eyes widening as what he saw caught up with him and he spun around, striding out of the box and beside the small girl, looking at the  _dense forest_  that surrounded the TARDIS, in the middle of Trafalgar Square.

"Are those trees?" he frowned at them, they had NOT been there before.

"I need the Doctor or the Professor," the girl said matter-of-factly, glancing from him to the Professor as she joined them in the doorway, having taken that long to reach them as she was now moving at a much slower pace, "Are you them?"

"Yes," the Professor nodded, moving to try and lean over to face the girl, but wincing and pulling up, her face screwed in pain for a moment, a deep breath and a long release helping ease the tightness in her stomach and back from the move. She could basically stand or sit, but no twisting or leaning or crouching or really anything else or she was hit with a searing pain now. Nothing unbearable, nothing that lasted long, but still difficult.

"Why, do you have an appointment?" the Doctor asked, moving to the edge of the TARDIS to squint into the distance…what little distance he could make out through the trees, "You need an appointment to see the Doctor."

"Unless you're me," the Professor sighed, "Then he's on-call 24/7. So, why don't you tell me what you're doing here and I'll pass it on to him," she teased, knowing that the sudden-forest was likely either very alien or the earth reacting to something and she'd rather not think of what bio-programmed Earth could do after the Silurian incident, also wanting to help calm the little girl down as she seemed out of breath from her run and panicked.

"Please," the girl reached out and took the Professor's hand, "Something's chasing me."

The Professor gave the Doctor a firm look for that, nodding towards the TARDIS as she led the girl inside the box, the Doctor right behind her, shutting the doors with a quick glance outside to make sure nothing was going to try and chase them to the doors.

The Doctor glanced at the girl, staring around the console room before offering, "When you drink a glass of Coke, it's only this big," he made a small gesture, "But it's actually got this much sugar in it," and a bigger one, "It works a bit like that."

"What does?" the girl blinked.

"The TARDIS," he gestured around, moving to the console as the Professor followed slower with the girl, "It's bigger on the inside than the outside, or did you not notice?"

"I just thought it was supposed to be bigger on the inside, so I didn't say anything."

"You're a very clever girl," the Professor remarked with a smile, moving to the monitor and bringing up a map of London.

"Of course it's supposed to be bigger," the Doctor moved to start running scans, moving around and around the console as he went while the Professor remained by the console. He'd noticed she was less active the last day or so, not wanting to move as much as she had been, so, without saying a word, he'd begun to move more, get things and do things for her without her asking or saying anything about it, to try and help her without making her feel like she was being weak in not being able to move as much, "Most people are confused by that."

"I find everything confusing, nearly," the girl sighed, "So, I don't say anything."

"Oh that's not a good way to be," the Professor glanced at her, "If you're confused, ask about it. Most people will love to explain things. Just ask the Doctor and I guarantee you'll get an hour's long lecture at the least."

"Ha ha," the Doctor deadpanned, making his rounds around her once more, "Says the woman that once went 18 hours straight talking about yarn and knitting."

"You seemed captivated enough," she remarked.

"Because it was you, wife," he leaned in to kiss her temple, "You talk, I'd listen to anything."

She smiled at that and looked back down at the monitor, starting to frown when she saw what she'd been trying to work out displayed before her. The distance between the Zoological Museum and where they were parked. It was quite a distance for a little girl to go on her own…and if the forest was as thick and far-reaching as it seemed…quite hard to navigate in without any help, "How did you get here, sweetie? It's quite the distance from your school trip to here on your own."

The girl frowned, "I thought Miss Oswald told me to find the Doctor or the Professor, better to find both but at least one. But it wasn't her. It was just in my head."

"Miss Oswald?" the Doctor glanced at her from across the console, "Dark hair? Highly unpredictable? Surprisingly round face?"

"Everyone says she's in love with Mr. Pink," the girl nodded.

"The Maths teacher?"

"I really like him," the girl smiled, "I was in his group."

"Mr. Pink was looking after you?" the Professor frowned, "And now you're lost," she glanced at the Doctor, "He's never babysitting for us."

"He's not allowed to even touch our children," the Doctor countered, still not happy with the man for how he'd shouted at them the last time they'd met. He shook his head and glanced at the little girl, who was…oddly silent and marginally less annoying for a typical human child, "It doesn't surprise you that we know all about your school?"

"Everyone seems to know everything about everything, apart from me," the girl shrugged.

"That's not quite true," the Doctor remarked, moving to start the TARDIS up so they could return the girl to Clara, "Unless you're the Professor of course," he nodded at her, "SHE, unlike most, does know everything about everything."

"No I don't," she waved him off.

"She's being modest," the Doctor told the girl, "She's brilliant. Whereas I, for instance, have no idea why, when the terrestrial navigation…" he gently slapped the girl's hand away as she went to touch a control, "Starts up, it closes down all the other systems."

"Because it's homing in on one planet instead of all space and time so the other systems aren't needed," the Professor answered, looking up only to see the Doctor had, in fact, pointed right at her the moment he was finished with his question, as though expecting her to answer.

"Doctor 1, Professor 0," he grinned as though he'd just won for proving her wrong.

The Professor rolled her eyes at that, "In THIS," she could accept, "Shall we re-tally how many times you've gotten lost compared to me?"

The Doctor opened his mouth like he was going to argue, before he turned and pulled a lever, only for a small spark to go off.

"You have reached your destination," a computerized voice spoke.

"No, we haven't," the Doctor moved to the Professor's side, "We're supposed to be in the middle of London."

"You have reached your destination."

"Oh, stop saying that!"

"Doctor…" the Professor pointed at the monitor, at the map of London and their location, proving they WERE exactly where he wanted to go, but the little girl spoke up.

"She's only saying it because it's true. We  _are_  in the middle of London."

"We are in the middle of a forest," the Doctor disagreed, thinking that something had to have happened, that the TARDIS had taken them on a random adventure once again to nearby woods or something like that without their knowing. It was possible, they'd been quite distracted before.

"Come and see," the girl reached out and took the Doctor's hand, the Professor laughing slightly as he allowed the girl to pull him to the doors, following slowly behind them with a slight grimace of pain, rubbing her back with one hand and her front with the other, how the children, even inactive, could still cause twinges of pain was beyond her, "Nelson's Column!" the girl was pointing when the Professor made it to the doors with them, "Do you like it?"

The Doctor just frowned and looked around, "Do we…sorry, what?"

"Do you like the forest being in Trafalgar Square?" the girl smiled, looking up at a bronze lion, catching a glimpse of a column with a statue on it in the distance, almost blocked by the trees and leaves around it, "I think it's lovely."

"Reminds me of the Ardennes," the Professor murmured, patting her stomach in thought of that adventure in the forest.

The Doctor glanced back when one of the phones started to ring, the Professor having rewired the line back to the main console instead of the instruction panel and hurried back in to answer it as the Professor led the girl back inside at a slower pace.

"You're always showing me amazing things," Clara's voice came over the speaker as the Professor reached the console as well, but stepped past it to move to the leather armchair, sitting down with a relieved sigh that made the Doctor smile at her, too much walking back and forth, "Well, I have finally got something amazing to show you!"

"Yes, well, there are some things we've never seen," the Doctor looked back down at the phone, "But that's usually because I've chosen not to see them or the Professor's talked me into not looking. Even our incredibly long life is too short for Les Miserables."

"Speak for yourself, the music is beautiful and the novel is lovely," the Professor called, her eyes closed, resting her head against the chair, gently rubbing her stomach, shifting when a twinge hit her again. Such was the curse of being this heavily pregnant, there was almost no such thing as a comfortable position now.

"Oh, you tow are going to love this!" the beam Clara was likely wearing could be heard in her voice.

"Well, when you come to collect this child, you can tell us then," the Doctor deadpanned.

"Huh? What child?"

"Young female human," the Professor offered, using her toe to absently rock the chair side to side, still not looking, "Defenseless little girl, dark hair, sweet. Your Mr. Pink was supposed to be looking after her. This is not shaping up well for you, Clara, if you and Danny ever want to babysit."

"We've talked about that," the Doctor looked at her, "No Pinks near the children."

"Not if they can't keep track of a child," the Professor agreed with a wave of her hand.

"Speaking of child," Clara cut in, "Which one, exactly? She probably has a name."

"Good point," the Doctor pointed at the girl who had been very quietly looking up at him and observing, "You. Have you got a name at all?"

"Maebh," she stated, "My name's Maebh."

"What?!" Clara almost shouted, sounding a bit as though she hadn't actually thought there really as a child there with them, especially not one of the school children, "Maebh? Where are you?"

"In the TARDIS, obviously," the Professor opened her eyes to look at the console, "If you called the TARDIS, and we answered, and she spoke from here, we're in the TARDIS."

"And where's the TARDIS?" Clara huffed.

"Trafalgar Square."

"We found her wandering around the brand new forest," the Doctor added.

"Brand new forest?" Clara repeated.

"Yes. It's like the New Forest, except even newer."

"Is that the forest that's covering London?"

"Yes," the Professor said, "Was that the amazing thing you were going to show us? 'Cos it  _is_  amazing, but we saw it first."

"Look," Clara sighed, "Is she alright?"

"She has a voice Clara," the Professor told her, "She's right here, ask her yourself. Only she can answer that, can't she?"

"Maebh?"

"I'm fine, miss," Maebh nodded.

"Good, look, will you two bring her over?"

"No," the Doctor huffed, "We can't bring her over. We're Time Lords, not childminders."

"At least not yet," the Professor corrected with a small smile, making the Doctor grin at her.

"That's different," he insisted, "Then it'll be Time Lord-minders."

"And being Time Lords, you've got a spaceship," Clara argued, "All we've got are Oyster cards which won't be useful if there's trees all over the roads and paths."

"Yes, but we've got a global, rapid forestation crisis to deal with," the Doctor told Clara, before hanging up.

"Rude," the Professor remarked.

"She was annoying me," he shrugged.

"Still rude."

He shrugged, "Still married to me, wife," he replied back in a joking tease.

"However did that happen," she teased in return with a smile.

"I managed to ensnare you with my dashing good looks, wit, and charm," he puffed out his chest.

"Or because you made me laugh with how clumsy you were," she countered, laughing at his mock-offended expression.

"Yes, well it's only fair if you made me fall in love with you just by breathing and blinking."

"Oh did I?"

"And I'm growing more and more in love just looking at you now," he gestured at her, "Breathing and blinking, how can I resist?"

She shook her head, smiling at him though, "If Clara were here now, she'd be chastising us to stop with our 'flirty thing.'"

"Good thing she's not here then," he moved closer to her, making his way to the chair and leaning in to kiss her.

"But…" the Professor pushed him back after a moment, "Someone else IS here…"

He sighed, resting his forehead to hers before he glanced back at Maebh, "Come on," he got up, moving down to Maebh, "Let's go wait for Clara outside."

"Why?" Maebh frowned, "Can't we stay in here?"

"With how quickly the forest is growing, the TARDIS might end up covered by the time Clara gets here," the Professor explained, "Best to be outside to pull the leaves and vines off, and also spot her coming sooner."

"Coming?" the Doctor looked at the Professor, who hadn't gotten up.

"Mmm…" she hummed, considering it, "No," she shook her head, "Just…want to rest up a bit more," she told him, "We're probably going to need to investigate once Clara's taken Maebh back, I'd rather save my strength."

He nodded, leading Maebh out of the box, the little girl giving her a wave before the doors shut behind them.

~8~

The Professor slowly opened the door of the TARDIS and stepped out, having heard a child shout out 'ow!' only moments ago, a child that did not sound like Maebh, and gone to check who it was. She was…quite surprised to see a flock of young children, all in the Coal Hill uniform, with Clara and Danny. She had been expecting Clara alone, thinking the girl could pop there and get Maebh and head back to the trip without too much cause for fuss, but apparently she had either been wrong or Danny had found out where Clara was planning to go and wanted to accompany her. She honestly wasn't sure which was right.

"No rings!" a little girl was saying to Danny, holding up a broken tree branch to the man, the same little girl that had called out before judging by her voice, "Trees usually have rings to tell you how old they are. This one's got no rings. Why's that then, sir?"

"The rings mark the years of growth," the Professor answered for Danny, closing the doors behind her and stepping fully out into the forest, rubbing her back. She must have been sitting longer than she thought, her back was throbbing.

"One ring for each year," the Doctor agreed, popping out of the trees from the other side of the group, though nearer to the little girl and Danny than the others, "This grew up overnight."

"Which means that whole tree is the result of just one night's growth, and they're still growing."

"Honestly," the Doctor scoffed at Danny and Clara, "Why send a maths and writing teacher to a museum about animals and trees? That'd be like sending a sailor to explain a desert!"

"Everyone," Clara sighed, gesturing at the Doctor as he made his way over to the Professor's side, a note of exasperation in her voice, "This is the Doctor and the Professor, and they're going to sort everything out. Isn't that right?" she gave them a look, "It's what they do."

"Yes, yes," the Doctor rolled his eyes, "Leave us to take care of the humans' messes."

"Or leave me to take care of yours," the Professor nudged him lightly, "Did you happen to find anything out out her?" she asked him, "Scanning the  _wooden_  trees with your sonic that doesn't work on  _wood_?"

The Doctor huffed at her smirking expression, "Well, having looked at things, and given your oh so gentle assessment, I think, probably, the answer to that is no."

"They always say that," Clara told the children, giving the Time Lords a look not to frighten the kids, "They're really clever."

"Oh, yes, I am," the Doctor nodded, "Very clever. My lovely wife twice as much," he put his arm around the Professor's shoulder, frowning a moment at how tense she was before rolling his eyes and moving behind her to try and help massage her back more, realizing it was acting up again, "But what use is clever against trees? They don't listen to reason. You can't plead with them. You can't lie to them."

"Well, there were those rather lovely trees that we showed Frankie…they had quite delicious apples," the Professor murmured, grinning when the Doctor pulled a shiny red apple out of his pocket and held it up to her to take and snack on.

"Frankie?"

"Baum," the Professor nodded, "Preferred us calling him by his middle name."

"You mean…L. Frank Baum?" Clara blinked, "The man who wrote the Wizard of Oz?"

The Professor swallowed her bite, "You really think he just thought that trees fling apples at insulting people from nowhere? Hardly."

"If we had a dime for every author or artist or director we inspired, Clara, we wouldn't need to borrow a tenner off you so often," the Doctor deadpanned, "We should have made them sign copyright."

"Imagine if Donna had gotten Agatha to do that," she mused.

"Back to the trees, if you please," Clara shook her head, trying to keep them focused, the children starting to look more and more confused as to what was going on.

"These trees have no moving parts, no circuits," the Doctor continued.

"Unlike treeborgs," the Professor added.

"Which means this is a natural event."

"How can it be natural for a tree to grow in one night?" Danny frowned.

"Oh, I'm sorry," the Doctor looked at Clara, "Clara is there a gnat buzzing about? I can't quite hear anything over the obnoxious buzzing noise."

"Stop that," the Professor lightly whacked his chest as she moved to the side, silently telling him his efforts on her back had worked, "Be nice."

"Why should I?" he frowned, "HE hasn't been, to either of us, to YOU."

The Professor nodded at that, "But being mean back isn't going to set a good example for the children, will it?" she countered, "What was it you told Ambrose after I mentioned an eye for an eye is never the way? Oh yes, you show your child how wrong you were and make them the best of humanity."

The Doctor seemed about to grumble but let out a huff, "Fine," he turned to Danny, a Danny that wasn't glaring in anger as he'd expected but was frowning and looking somewhat thoughtful at the same time, "A tree growing overnight? That's exactly what they said about the Ice Age. How can whole glaciers just pop up out of nowhere? Well, they just did. That's how this planet grows, a series of catastrophes."

"That's how anything grows," the Professor murmured, rubbing her stomach, "You break it down and build it up, challenge it and force it to overcome and grow."

"Farewell to the Ice Age. Welcome to the Tree Age. Possibly. When the Ice Age was here, you lot managed to cook mammoth. Now there's a forest, you'll just have to eat nuts."

"I can't eat nuts," one of the boys spoke up, "I've got an allergy."

"Don't worry," Clara tried to reassure the boy, "It's a thing he does. He pretends he's not interested until the Professor either puts a spin on it to entice him or uses her sad eyes on him, and then he has an idea. He's playing for time."

"Time…" the Doctor mused, "Interesting."

"See?" Clara smiled, "Clever kicking in."

"A tree is a time machine," the Doctor began, turning more to the Professor than the humans, "You plant a little acorn in 1795, and in the year 2016, there's an oak tree, there."

"In the same spot," she nodded, following along, "With a tiny little bit of 1795 still alive inside of it. Like the Pandorica with seeds of the Universe in it."

"Exactly! You can't create an overnight forest with extra special fertilizer. You have to mess with the fabric of time. And communicate with trees…"

"Oh can we not do the running thing," the Professor grabbed his hand as he moved to try and run into the TARDIS, "I may be able to breathe easier now, but no running, not now."

He nodded, kissing her forehead quickly and holding out an arm for her to take, forcing himself to walk slower with her, into the TARDIS…only for Clara to follow with Danny and ALL the children as well.

"So you're saying it's an act of aggression?" Clara followed them up to the console with an ease of familiarity.

"By trees?" the Professor gave her a look, before shaking her head, "Doubtful."

"Trees clean the air," the same little girl that had broken the branch spoke.

"Exactly," Clara pointed at her, "Well done, Ruby. Someone or something who's trying to scrub the atmosphere before colonizing or invading…" she murmured, before realizing that the Doctor was giving a rather displeased look to all the children crammed in the console room, the Professor leaning a bit on the console as she rubbed her stomach, more amuse than displeased, "Ah, yes, ahem. This is Coal Hill Year Eight, Gifted and Talented Group."

"What are the round bits for?" the boy with the allergy pointed at the roundels in the walls.

"Ask your teacher," the Doctor waved the question off.

"Ask MY teacher," Clara gestured at the Professor who rolled her eyes at that and turned to start putting commands into the console, leaving the Doctor to deal with the rowdy children.

"Come on!" he huffed, "Down from there! Hey!" he rounded on a small group that had gathered around the Professor, trying to see what she was doing, "Away from the console. Come on. That's an antique! Get away from there! Don't touch that! Haven't any of you been struck by the fact that it's, look, it's bigger on the inside?"

The Professor had to shake her head at that, he really did love it when people said that and it was adorable to her how cross he got when people didn't say 'the thing.'

"There wasn't a forest," the girl, Ruby, crossed her arms, "Then there was a forest. Nothing surprises us anymore."

"Oh don't say that," the Professor called, "He might take that as a challenge."

"Challenge accepted," the Doctor stated, spinning around and moving to the Professor's side even as he addressed the children, "These trees all appeared at once. That wasn't a coincidence. There's no such thing as an arboreal coincidence."

The Professor sighed at that, "Which means that something or someone has coordinated this and, to coordinate, you need to communicate," she gestured at one of the scans she'd been running while the Doctor corralled the children, "Every communication channel on the TARDIS is open, and nothing," she shook her head.

The Doctor turned to look at Clara, to ask her if anything odd might have happened the night before on Earth or if there had been any odd reports, when he spotted Danny looking at a packet of workbooks that Clara had left in the TARDIS last time she was there, though that wasn't what truly caught his attention. It was that he could see that the page Danny was looking at included a lush green forest, or a child's interpretation of it, with an angry sun sending a zap of energy towards the trees.

"Except…" the Doctor hurried over to him, plucking the book from Danny's hand, "Let me see that."

"Homework books," Danny frowned, "Why are these here?"

The Doctor turned back to the Professor, not answering his question, but showing her the book instead. Her eyes widened, "How did you…"

"I used my eyes," he joked, "I noticed everything."

The Professor shook her head and turned to rest her head on his shoulder, "I really want these children born soon," she grumbled into his arm, "These little zinging pains are irritating but I'd rather have a clearer head and more focus again. Either that or I'm getting old…"

The Doctor laughed and pressed a kiss to the top of her head, "No matter how old you get, your eyes will always be better than anyone's."

She smiled at that, "Speaking of my eyes and using them…" she reached out to take the open book, closing it, "Did you happen to really notice  _everything_?" she held it up to him, waiting a moment at his confused expression before pointing to the name of the child it belonged to on the cover, 'Maebh Arden.'

The Doctor blinked and turned around, about to ask Maebh herself why she'd drawn what she had…when he realized that the little girl was, in fact, not there at all…or perhaps he was just forgetting which one she was. These humans all looked the same.

"Which one is Maebh Arden?" he began to address the children, "Which one's Maebh?" and hurried between them, looking over each one, even the boys, "Maebh? Maebh? Maebh? Maebh? Maebh? Maebh? Maebh? Maebh?"

"Doctor…" the Professor gave him a look, not even attempting to cross her arms over her stomach, but just place them on her hips, "Did you lose Maebh?"

He couldn't even answer before Ruby was shouting, "Oh, my god, Maebh's gone! Maebh's lost in the forest. Maebh's going to die!"

"Ruby, that's enough!" Clara chastised.

The Professor shook her head at that, "So much for letting YOU babysit our children," she muttered to the Doctor.

"Oh ha ha," he replied dryly, "Clara," he looked at her, waving her over, "We've got to find her…"

"Yes, I know that we have to find her," Clara nearly snapped but took a breath to calm down, "Doctor, Professor, listen to me. Her sister went missing last year. She's on medication. The child is barely functioning. She hears voices. She's very vulnerable…"

"What do the voices say?" the Professor frowned.

"I don't know," she shrugged, "She takes tablets and they stop."

"You people," the Doctor huffed, "You never learn. If a child is speaking,  _listen_  to it!"

"Oh, like you listened to her?" Danny countered.

But the Doctor just ignored him, turning to the scanner with the Professor as she tried to locate human signals, but there were too many, other people were in the forest.

"He's right," the Doctor sighed, "She was trying to tell me something and I ignored her."

"As did I," the Professor put a hand on his, not about to let him take all the blame for it, "I was too tired. I should have gone out there with you, kept an eye on her while you scanned…"

"She kept talking about the trees," the Doctor looked at the Professor, "How they could talk to each other," before glancing at Clara, "Maebh Arden is tuned to a different channel. She can lead us to the source, to the heart of the forest. We have to listen to her. We have to find her."

"Not everything can be fixed with a screwdriver," Clara shook her head at him, "It's not a magic wand."

"Does she have a phone?" the Professor cut in.

"Well, yes, she does…"

"Have you got the number?" the Professor continued, recalling how Clara hadn't had Courtney Woods before, but if Maebh was on medications then there was a chance that both she and Danny had been given her number at least.

"Er, yep…"

The Doctor plucked Clara's phone from her hand and soniced it, "Maebh Arden. Five hundred yards south east of here."

"I can go get her," the Professor offered.

"No, I'll go get her," the Doctor argued.

"If she tosses her phone, you won't be able to track her," she reminded him, "I that case you're going to need someone that actually is trained to track people. Me."

"It's a fair walk…" he frowned, resting a hand on her stomach.

"And she's a frightened child. I can do this. So long as we're not running, I'll be fine. I've walked for longer with more weight on me than this."

"I'll go with them," Danny offered, not sure if it was the thought of the two alone with Maebh or the concerned look on Clara's face for the Professor.

"Oh, I can go," Clara shook her head, "You can…"

"You haven't seen them for months?" Danny turned to Clara.

The Time Lords glanced at each other, now realizing that, even after the Boneless, Clara still hadn't told Danny about their adventures. They had been trying to give Clara more time to be 'normal' and be with Danny without causing trouble. They'd made it so that the last few trips, while only a few days or even a week for them, was about a month for her. Surely Danny wouldn't notice if she disappeared for a few minutes in the scope of a whole month of normalcy with her. They moved over to the side, allowing Clara and Danny to have a private word off to the side. To be honest, neither of them really wanted to hear what Danny might have to say about all this, knowing how he'd reacted the last time to Clara travelling with them, they'd rather not be insulted again.

The Professor, though, was actually considering confronting the man at some point, perhaps on this trip. Either they'd come to some sort of understanding…or end up shouting at each other and, perhaps, if they shouted enough it might induce labor and she'd finally get those babies out of her. She loved them, she did, but she was just…ready to have them in her arms instead of in her stomach and causing her body all sorts of issues. She let out a breath and rubbed the front of her stomach, shifting slightly to try and lessen the strain. It was almost like her body knew that she was going to be attempting a trek through the woods and was protesting it, but still, if Maebh lost her phone or if whatever created the trees cut off communications, they'd need her skills at tracking to find the girl.

"Hey!" the Doctor shouted, pulling her attention over to where he was trying to stop one of the children, Ruby, from touching the controls, "Do not. Touch. Anything.  _Anything_. Ok?"

"Ok," Ruby frowned.

"Now if only someone could keep to that elsewhere," the Professor gave him a pointed look, he was ALWAYS touching things he shouldn't.

~8~

The Professor was…both annoyed and relieved at the Doctor as they walked through the forest with Clara, Danny staying back in the TARDIS to keep an eye on the children with the express warning NOT to touch anything (and yes, the Professor had told him, it WAS an order from an officer. Do. Not. Touch. The. Console.). He had his arm around her and was helping to support her as they walked on, as though she needed the support…which she actually really did. But she wasn't about to admit that out loud and he wasn't about to broadcast that either. She was relieved he was doing it, but also annoyed that he had to do it. She was the Professor, for crying out loud, the 'Living-Weapon,' the Predator, the most feared Academic, the 'Greatest Warrior in the Universe,' and here she was leaning on a scrawny twig to walk through a forest because she was carrying the weight of two watermelons in her stomach.

It was both endearing that the Doctor was caring for her so, and embarrassing that if anyone, like a Sontaran, were to see her she'd have quite a bit of work to do to build up her reputation again.

"Gifted and talented?" the Doctor spoke after a while, trying to distract the Professor from the thoughts going through her mind, "Really?"

"Furious, fearful, tongue-tied," Clara remarked, "They're all superpowers if you use them properly. Are they going to be alright?" she glanced back at the Time Lords, frowning lightly at the Professor, "Are YOU going to be alright Gran?"

"I'll be fine, Clara," the Professor nodded, trying to keep the pant out of her voice, "I'll need the hottest soak of my life after this," she winced as her muscles stretched, muscles she hadn't used much of recently as moving became harder to do with the added weight, "But I'll be fine."

"And they're in the TARDIS, the safest place on the planet," the Doctor added, trailing off a moment as a faint rumble shook the ground.

"Watch out!" Clara gasped, pointing up at Nelson's Column began to shake and sway, the Doctor quickly stepping back with the Professor, anticipating that it would fall…which it very quickly did, moments after they'd gotten clear of where it would fall.

The Professor let out a breath at that, frowning at stone lying before them, she and the Doctor moving to get around it and to Clara on the other side, "If this is an invasion…"

"What?" Clara looked at her.

"It's over," the Professor told her, "They're here, they've taken over everything, they've won. So what do they want?"

"Oh my stars…" Clara breathed, looking past the Time Lords, "Look behind us," she pointed over the column, "The path we just walked down. It's overgrown already."

The Time Lords frowned back at it, and indeed it was. It looked as though the trees and vines hanging there had always been there, that there hadn't been any clear path or even concrete beneath the roots of the trees. The Doctor pulled out the sonic and scanned it, frowning when a faint beep sounded and moved ahead a few feet, crouching down to pick up a small pink phone, "Clara?"

"That's Maebh's!" Clara gasped as she and the Professor walked over, "Why would she put her phone down?"

"Isn't it obvious?" the Professor shook her head, "She doesn't want to be followed."

Clara let out a breath at that, "I'm…actually frightened. I never get frightened. Why am I frightened?"

"You just lost a little girl," the Doctor glanced at her.

"Yes, that  _is_  a worry, but I know you'll find her. Gran is an expert tracker apparently," Clara absently patted the Professor's shoulder, "No, no, no. This is not a worry, this is a dread. Maebh!" she turned, trying to shout out for the girl.

"Clara," the Professor quickly quieted her, "Shout for her and she'll hear you coming. And if she DID put this down to not be followed, she'll run faster and farther and it'll make it that much more difficult and time consuming to find her. Bit of quiet, ok?" Clara nodded, swallowing hard, "Right so…" the Professor rubbed her hands together, "Let's see if I've still got it, eh?" she smiled weakly at the Doctor who nodded, moving to her side and offering his arm.

He said nothing about how much she leaned on him the moment she was near enough.

"I hate this feeling," Clara breathed, "Why am I so scared?"

"You're pursuing a little lost girl through a mysterious forest," the Doctor began to list, "The path has disappeared. Your only companions are a rude old man and a pregnant soldier…"

"And any minute now we're going to find a gingerbread cottage with a cannibal witch inside," Clara muttered.

"The forest," the Professor murmured as she eyed the branches and ground around them, able to see faint impressions of what could only be Maebh's shoes, "It's in all the stories that kept you awake at night. The forest is mankind's nightmare…" she stepped a bit out of the Doctor's hold, moving to a bush and picking up a small scrap of fabric that got caught on it, matching the uniforms the other girls had been wearing. She moved to push the branches, only for a man in a hazmat suit to appear before her.

"Get back!" the man shouted, waving at them to head away, "We're burning here. Stay back."

"We're looking for a little girl…" Clara tried to argue.

But the man would hear nothing of it, "Stay back. We're about to burn."

The trio hesitated a moment, curious to what the man meant…only to see others with him, one with a large flamethrower in hand. It was ignited, the flames licking at the leaves of one of the trees till it appeared engulfed…but the moment the flamethrower was turned off, the flames disappeared, as though they hadn't even touched the leaves. The men began grumbling to themselves, checking their equipment over but the Time Lords knew better and turned Clara away to continue on their path, taking a way around the area.

"Trees control the oxygen on this planet," the Professor mumbled, trying to work it out while walking on and ignoring the ache in her back and the slowly growing cramp in her stomach from walking so much of such uneven terrain, "They withhold it, they smother the fire."

"What sort of forest is clever?" the Doctor thought out loud, "What sort of forest has its own in-built fire extinguisher?"

"What do they want?" Clara added.

"Why now?" the Professor agreed.

"What do you mean, why now?"

The Professor didn't look at her, keeping her eyes focused on the forest, searching for any sign of a track to pick back up, "The whole natural order is turning against this planet. But why  _now_?"

"Well, what else?" Clara shrugged.

The Doctor pulled Maebh's homework book from his pocket, turning and holding it out for Clara to see the drawing Maebh had done of the forest and the sun, "How did she know this?"

"What is it?"

"A massive solar flare headed for Earth," the Professor answered, moving a bit ahead of the two, using the trunks of the trees around her for balance and stability and to push herself on now that they were growing so close together.

"Like the one that destroyed the Bank of Karabraxos," the Doctor sighed, "I've got an entire TARDIS AND the Professor and neither of us noticed this. But  _she_  knew. How?"

"This is Maebh's," Clara spotted the name on the front, "Where did you get this?"

"You left your marking in the TARDIS."

"Oh, great, right, well, that's just brilliant, isn't it?" Clara huffed, taking the book and waving her arms about in irritation, "You don't think Danny saw this, do you?"

The Professor blinked and looked back at her, "Clara, the Doctor just informed you that a solar flare is going to wipe out your planet…and you're worried about a row with your boyfriend?" she sighed, "You wouldn't even be in this predicament if you'd been honest with him after the Boneless, after the Orient even. I don't know why you kept it from him."

"He…doesn't like me travelling with you."

"And when has that ever mattered?" the Professor scoffed, "It is your life Clara, this is YOUR decision and YOUR time and YOUR life and if he doesn't like it, he should have no say on the subject," she turned to lean on a tree, taking a moment to rest, "Has Danny travelled in the TARDIS?"

"What?" Clara gave her an odd look, "No. You know that."

"Then how can he even know that he doesn't like you travelling in it? He had ONE experience with us, that doesn't make him an expert on US. YOU know us so it should be up to YOU what you do with your life. Danny is welcome…" she shot the Doctor a look as he gave a scathing scoff at that, "To come on an adventure with us if he'd like. You can share this world with him, you wouldn't be the first."

Clara hesitated at that, "I wouldn't?"

"Clara you're not the first companion we've had, you won't be the last. We've had all sorts. We had one whose family and boyfriend knew she was travelling with us. Another who didn't tell anyone, one whose granddad knew, and one more that travelled WITH her husband. We take all sorts, Clara, it doesn't just have to be you…" she trailed off a moment, "Unless that's how you wanted it?"

"I…I don't know," Clara huffed, frustrated, "I don't know what I want or how I want it to be anymore. This is why I didn't tell anyone about you two. I wanted to keep my lives separate."

"Keeping secrets from the ones you care about never ends well," the Doctor remarked for the first time in a few minutes now, giving remarkably wise words, "Believe me Clara, it never ends well," he looked at the Professor softly for that, both of them all too aware of the trouble that could come from secrets and not sharing concerns.

"You didn't tell your parents, your family, your boss or the kids you were nannying," the Professor began to list, "You didn't tell Danny. And that's fine Clara. If it were up to us, we'd rather you not tell too many people, but it IS up to you who you share that part of your life with."

"It's just…" Clara shifted slightly, "Danny's an important part of my life too. I just want to make him happy."

"Don't make him happy if it means making yourself miserable," the Doctor looked at her, "Clara, you're our granddaughter," the Doctor said, making Clara smile to hear that he seemed to be forgiving her for her blow up before, "We just want you to be happy and if, one day, you want to stop travelling and only have us round for dinner here or there, we would be ok with that, so long as it's what YOU want and not what you think Danny wants from you. I don't like Maths boy," he held up his hand to stop Clara speaking, wanting to finish talking, "I don't like him because I feel like he's trying to make you give up something you don't want to, that you HAVE to give it up to be with him, that he won't be with you if you don't."

"Clara," the Professor began hesitantly, absently rubbing her stomach and shifting against the tree to try and put less pressure on her body, "If there were another war, knock on wood," she knocked on the tree behind her, "Would you WANT Danny to go out and fight?"

"No!" Clara gasped, "God no! I…I'd want him to be safe, I wouldn't want him to…" her voice broke at just the thought of it.

"But you KNOW he'd go anyway," the Professor continued, "You know he'd go, without a thought, because he feels it's his duty. He WANTS to, because he is a soldier and he loves his country and he'd want to protect them. He WOULD go out there and fight, even if it's something you don't want. Even if it was the ONE thing you asked him not to do, he'd still go. Wouldn't he?" Clara nodded shakily at that, knowing in her heart he would, "Why should you be forced to give up something you want to do, because he doesn't want you to do it, when he wouldn't give up what he would want to do because you don't want him to do it?"

Clara looked down at that, in that perspective…they were right. They were both very right. She was thinking about Danny and what this would mean for him…and not about what it would mean for HER, for her…for her grandparents, her family. She wasn't ready to give up the travelling and she should have just talked to him about it. If he couldn't accept what she wanted and trust her then…then was he really the one for her?

"I shouldn't," she nodded, looking up, "If…if I want to travel with you, I should be able to. And…and if I get hurt then it's on ME and because it was MY decision. And if I want to stop one day, then it'll be because it's MY decision."

"Good," the Doctor nodded, "If you stop doing something before you're ready to, all that happens is that you grow to resent the thing that made you stop."

"And you don't want that," the Professor smiled at Clara, "You're too special to be filled with resentment Clara."

Clara smiled at that in return, "I am special," she nodded to herself, "And…so is Maebh. Her drawing," she looked down at it, frowning as something caught her sight, "She put today's date on it, last week…how could she know this was coming?"

"There's only one way to find out," the Professor pushed off the tree, "If they want something, if they're saying something, then Maebh might be able to hear it."

"She's lost someone," the Doctor moved to the Professor's side, winding an arm around her as they started moving again, thinking out loud once more, "People who've lost someone, they're always listening, always looking, always hoping…"

"They use their eyes, their ears and every other sense, they notice more," the Professor agreed, the Doctor turning to press a kiss to her temple for everything she'd lost that had led her to become as observant as she was.

Clara stopped a moment when a howl rang out in the distance, "Was that a howl?" she spun around as she heard another, "Was that a wolf?"

"I'm afraid so," the Professor nodded, recognizing the sound.

"No. That is impossible. We're in  _London_ …"

"Would that be the London with the zoo?" the Doctor remarked sarcastically, "The zoo with the pack of wolves? The zoo whose barriers and gates have probably been mangled by the trees? No, wolves are not impossible. Stick to the path, Red Riding Hood."

"There is no path," Clara's head snapped over her shoulder as they heard a pack howl now.

"There is if you know where to look," the Professor pointed to a broken branch, moving over to it, "See…prints," she gestured to them, "Now we just have to…"

Whatever she was about to say was cut off by the sound of someone screaming, of a little girl screaming.

"Maebh!" Clara gasped, running in the direction of the scream.

The Professor grit her teeth as the Doctor looked at her in concern, knowing running wouldn't be very good for her right now, but she nodded, resting her hands on her stomach as she moved as quickly as she could after Clara, silently urging the Doctor to go ahead of her if he needed to, to keep Clara in sight, but he wouldn't leave her.

"Maebh!" they could see Clara just a few feet away, by a wrought iron fence, Maebh on the other side of it…with three wolves growling at her from just a step or two before her, "Doctor, give me a boost so I can pull her over!"

"Or you could do this," the Professor grabbed the sonic out of the Doctor's pocket and flashed the fence.

Maebh turned and ran through the fence now that it was unlocked, running to their side as Clara slammed the gate shut once more.

' _Kata?_ ' the Doctor's voice called in the Professor's head as she curled a hand around one of the gate's bars, panting against it, her hand pressed to the side of her stomach.

' _Fine,_ ' she swallowed hard, ' _Just…no running again, no more running right now…_ '

He nodded, crossing his hearts for her before he spun to Maebh, "Maebh, you came looking for the Professor and I. You didn't…" he frowned as Maebh began to swat at the air, as though there were tiny gnats buzzing around her that only she could see, "Maebh, Maebh, you didn't just stumble into the TARDIS. Tell me what you know…"

"Doctor," Clara called, her attention on the wolves as both Time Lords appeared preoccupied at the moment.

"This is important," he waved her off.

"Yes. Can we please deal with the wolves first?" she looked at the Professor, "Can't you scare them off with your blaster?"

"I would if I could," the Professor took as many deep breaths as she could, her stomach was tense from the run and nearly throbbing in protest.

"If you could?"

"My lovely husband confiscated my blaster last week."

"What?!" Clara turned to the Doctor.

"She nearly shot me!" he defended, "And besides, we don't need the blaster. Those are zoo wolves. They're not even used to hunting."

As though to disprove that, the wolves began to growl, their teeth visible.

"Doctor!" Clara shouted.

"Just to look as if we're too much bother to eat," the Professor absently waved her arm, "Stay still, stay together, and look big."

Clara nodded, reaching out to pull Maebh towards her, crowding closer to the Doctor as he moved to the Professor's side, rubbing her stomach to help her, as the wolves…leapt over the fence and proceeded to run away with whine.

"See?" the Doctor rolled his eyes, "They were rubbish. Those wolves are terrified."

Clara, however, tensed at the words, "…what are wolves frightened of?"

"Tigers," the Professor remarked.

"Really?" Clara looked at her.

The Professor gave her a look, "I don't know. But I HEAR a tiger," she jerked her head to the side…where, moments later, a large, black and orange stripped tiger crept out of the shadows, roaring at them as it stalked towards the gate.

"Ok…and we deal with a tiger HOW?"

"Well if I HAD my blaster…" the Professor began.

"You'd shoot at the tiger's feet to scare it off," the Doctor grumbled, "And then shoot me for taking the blaster away."

The Professor could only nod at that, that was likely very true at the moment.

Thankfully, they didn't have to come up with a plan to stop the tiger attacking as a flash of light appeared, moving rapidly across the tiger's face, making it whine and turn to run off, revealing Danny standing there with a torch in hand, the children following behind him, cheering as the large predator fled.

"Mr. Pink!" Clara gasped, grinning at him, "Why, thank you very much!"

Danny grinned at that, "Ah, no problem. Just decided it was best not to leave you alone," he nodded at the kids, "They've worked well together. Noticeable increase in confidence and energy levels…" he trailed off as Maebh began to swat at the air, the Doctor and Professor just watching her.

"Well done," Clara nodded, "And for saving us from a tiger, too."

But Danny was focused on Maebh, "Er, has she had her medication yet?"

"Oh!" Clara gasped, spinning around to look at Maebh, "No, I…"

"No, no," the Doctor held up a hand, "Not her medication. We don't want to shut her up. We want to know what she knows," he glanced at the Professor who nodded and he stepped away from her to crouch before Maebh, more on eyelevel with her, "Maebh, what's the…Maebh, what is this? What is this?" he mimicked her swatting.

"Apart from being almost savaged by a tiger and abducted by a Scotsman, she's allowed any nervous tics she likes, ok?" Danny frowned.

"That is not a nervous tic," the Professor shook her head, looking over at Danny, "I know, believe me. I know the difference between a nervous tic and seeing something others can't."

"There's not there," Danny gestured at Maebh.

"Can you see the wind?" the Professor countered, "But you feel it, right? Can you see someone in pitch blackness? But you can HEAR them. Our senses tell us more than just our eyes and Maebh is seeing something that we can't."

"It's not a tic, it's a reaction," the Doctor agreed.

"Please!" Ruby cried, "Just give her her tablets. She's been in a state since her sister went missing."

"And she's been trying to tell you something since then and you haven't heard her," the Professor told them.

The Doctor straightened up as Maebh ran past him, Clara, Danny, and the children hurrying after her as the Doctor looked at the Professor.

"No more running," she shook her head, holding out a hand to him, "But she's a child, she's got short little legs, a brisk walk will put us on pace with her."

He chuckled at that but took her hand to help tug her away from the fence and into his arms, wrapping one tightly around her shoulders as they went after the humans. Her assessment had been right, because the others were following a child and she hadn't gotten very far nor could she at her pace and leg length. They came to a small clearing, almost circular in nature, with trees around the edges covered in cobwebs, rather quickly, to see Maebh standing there, swatting, though her swatting was growing fainter.

"It's coming," Maebh gasped, "It's coming for everyone, and I can't unthink it!"

"Maebh," the Doctor stepped forward with the Professor who stepped past him slightly to the cobwebs, reaching out to touch one, wanting to make sure it was truly natural or something alien, "Maebh, this forest is communicating. With  _you_. Nobody else. No technology can hear what it's saying, but  _you_  can. Tell us what it wants. Where it came from. Just tell me who did this."

"It was me," the girl sniffled, "I did this. I did these trees."

"No," the Professor shook her head, turning to join the Doctor, "You didn't make a global forest appear overnight. Somehow…this is all a truly natural event."

"But…the thoughts come to me. Ever since Annabel went missing, I look for her everywhere. I don't find her, but I find thoughts. The big forest was one. I thought everyone would love it. The thoughts! The thoughts! They go so fast…" she grimaced, her eyes flickering around as though she were looking at thoughts buzzing around her.

"Maebh…" Clara stepped forward slightly, actually listening to what the Time Lords and Maebh were saying, "Can you really see something that we can't see?"

"Nearly," Maebh frowned, "Too fast. Everywhere!"

"Everything's subject to gravity," the Professor murmured, reaching into the Doctor's pocket and pulling the sonic out, "If I can create a little local increase…" she flicked it on.

"No," Danny strode forward, "You're not experimenting on…"

He reached for the Professor's wrist but she turned, even in her condition, and grabbed his wrist, using the momentum of pulling it down to twist Danny around and shove his arm up his back as he hissed in pain, "I dare you to tell ME I'm experimenting on Maebh Daniel Pink, say it and see what I do!"

"Danny," Clara frowned at him, shaking her head, "Don't. Don't imply that. And don't try to stop them."

The Professor pushed him back and turned to focus on shifting the gravity again, the Doctor at her side, glaring at Danny over her shoulder as she worked it out.

"But she's…" Danny gestured at the Professor.

"Been experimented on," Clara told him solemnly, "And _she_  would NEVER…not to a little girl. Not now."

"What…" Danny blinked at Clara, seemingly frozen in shock, his arm still half extended towards the Professor.

"You don't know them," Clara reminded him, "You barely listen to me when I TRY to tell you about them. So don't you dare presume to know what they're actually doing, ok? If you did even attempt to get to know them, you'd know they're helping her. They're…" she trailed off a moment, starting to smile as she saw something past Danny's shoulder, "They're trying to show her she's not mad."

Danny slowly turned at that, seeing that small specks of golden light had started to form in the air, flying past Maebh's head, in the exact places she'd been swatting at before, more slowly now though. She…she really HAD been able to see something they couldn't and all the Professor had been trying to do was show them it.

"They're lovely!" Maebh breathed, before frowning, "They don't like it when you're holding them. They want you to let them go."

"Who are they?" the Doctor asked.

"We are…" the Time Lords looked at each other as Maebh's voice began to take on another quality, her voice high, but seeming to echo with numerous others, "Here. Here, always, since the beginning and until the end."

"Here? That's it?"

"We are the green shoots that grow between the cracks, the grass that grows over the mass graves. After your wars are over, we will still be Here. We are the life that prevails."

"Why now?" the Professor shook her head, "Why are you here  _now_?"

"We hear the call and we come, as we came before to the great North Forest, where we lie still in a great circle. As we came to the vast Southern Forest."

"Who is calling you now?" the Doctor picked up.

"The sun that creates. The sun that destroys. You are hurting us. Let us go."

"You sent for us," the Doctor held up a hand to the Professor for the sonic, "The girl came looking for my wife and I. Why? Why us?"

"We did not send. Pain. Did not send for you. We don't know you. We were here before you and will be here after you."

The Doctor nodded at that, flicking the sonic to release the golden speckles, allowing them to fade and buzz quickly once more, the children murmuring behind them even as Maebh fell to her knees, the Doctor at her side in an instant, "Maebh, you came looking for the Doctor and Professor. Think. Who sent you for us?"

"It was just a thought," Maebh panted slightly, "It was just a thought that came. I think it came from Miss," she glanced at Clara, who seemed confused, "They've gone," she looked at the Time Lords, "Why does everything have to go?"

The Doctor gave her a gentle pat on the back and helped her to her feet as Clara came over, "This really is going to happen, isn't it?" she asked the two aliens quietly, mindful of the children around.

"Stars implode," the Doctor sighed, "Planets grow cold. Catastrophe is the metabolism of the universe. We can fight monsters. We can't fight physics."

"Nor, it appears, can we fight nature," the Professor gasped, making the Doctor turn to her sharply to see her standing there with her hands on her stomach, "I…think my water's just broken."

"What?!" the Doctor gaped at her.

"My water's broken," the Professor repeated, "Unless I've just wet myself which…I haven't done in over 1,000 years so…"

"Oh my stars," Clara's eyes widened, running to the Professor's side and touching her stomach, "My cousins are coming?" she whispered, looking at the Professor.

"It appears they want to help," the Professor swallowed hard, "Doctor?" she looked at the stunned man.

"Right, yes!" the Doctor shook his head firmly and moved over to her side, "We need to get you back to the TARDIS and…"

"The earth," the Professor moved to put an arm around his neck, feeling her legs having gone unreasonably shaky now, "What…we need to help the Earth too."

"There's no helping it," he shook his head, his mind so frazzled he almost wasn't aware he was saying such a thing, he just…his wife was about to have their children and she was talking about a planet? Priorities!

"Doctor," Clara elbowed him.

"Here," Danny moved over to the Time Lords, "She doesn't seem like she can walk, we'll have to carry her. If we do it between us we can move faster."

"Are you calling me fat?!" the Professor huffed at Danny, but the man was silent, moving to her other side and putting her arm around his neck as well, the two of them wrapping their arms around her back and lifting her with their other arm under her legs.

"Right, class, follow me, this way, come on," Clara called to the kids, half jogging to keep up with the Doctor and Danny as they hurried along with the Professor between them, "Why would trees want to kill us?" she asked the Time Lords. This was turning out to be like the moon, where something was happening to the Professor and the Doctor couldn't split his focus yet, so…if it came down to it and it was up to HER to save the day again, this time she'd be ready, this time she'd make them proud. But she had to know what she was getting into, what was going on, "We love trees."

"And yet you chop them down for furniture," the Professor grumbled.

"For centuries!" the Doctor added, "If that's love, no wonder they're calling down fire from the heavens."

"But we saw the future," Clara argued, "Lots of futures. Earth's futures."

"They're about to be erased."

Clara swallowed at that, ok…so not like the moon then, likely no chance at all that SHE could save the planet, but…she could still get them to save part of it, "If you can't save them all, save who you can," she ignored Danny's look at her for that remark, "The TARDIS. It's a lifeboat, isn't it? Not everybody has to die."

"But could you do it Clara?" the Professor looked at the girl.

"Do what?"

"Decide who should live and who is left to die?"

Clara fell silent at that.

~8~

"I can stand on my own," the Professor murmured to the Doctor as he had his arms wound around her, the two of them standing before the TARDIS in Trafalgar Square. The box had been nearly entirely covered with vines and leaves so Danny had set the kids and himself to work, pulling everything off while Clara and the Doctor stood to the side with the Professor. The Doctor seemed to think that he had to keep a hold of her to keep her upright, just because she'd been carried there. But her legs, while they might not be able to walk much, they were shaking, she could at least stand on them.

"And this might be the last time I get to stand with my wife in my arms, feeling my children inside her," the Doctor argued, "Not letting go till I have to."

The Professor shook her head at that, he was so sentimental at times.

Clara swallowed and looked at the Time Lords from the TARDIS, "When they're done, you need to get in your box and go," she told them, having thought long and hard about what the Professor had said about choosing and lives being saved.

"We're  _all_  going," the Doctor agreed, "We're taking the kids."

"Taking them where?" Clara scoffed, "What are you going do with them? Leave them on an asteroid? Find a space academy for the gifted and talented? They just want their mums and dads, and they're never going to stop wanting them."

"We can save you and Danny," the Doctor offered.

"Danny Pink will never leave those kids so long as he is breathing."

"We can save you, Clara," the Professor looked at her, the children cheering as they managed to uncover the TARDIS.

But Clara shook her head, "I don't want you to."

"What, you don't want to live?" the Doctor frowned.

"Of course I want to live. I just…I don't…"

"You don't want to see your cousins born?"

Clara closed her eyes a moment, "That's just it," she looked at them, "They're not my cousins, not really. And I…"

"You what?"

"Don't make me say it."

"Say what?" he genuinely had no idea what she was trying to say.

"I don't want to be the last of my kind," Clara whispered, knowing they'd understand.

She wanted to be there, to see the babies born, she did, she wanted to love them and spoil them and be the best cousin or aunt or whatever relative she could be to them…but in the end, they weren't her blood-family, they were another species, and…going with them now, being around them as the Time Lords raised their children, no longer the last of their species, would just remind her she WAS the last of hers.

"And I can't let you two stick around and wipe out your kind either," she continued, "You two have saved me, saved earth, saved humanity so many times. But this time the human race is saving you," she held up her key to the TARDIS for them, "Make it worthwhile."

"Clara…" the Professor shook her head, "This is…the only home we have left as well. This world has become like a second home to us."

"We walk your earth, we breathe your air," the Doctor frowned.

"And on behalf of this world, you're very welcome," Clara smiled, "Now, go. Save the next one," she said this to the Doctor, but looked very pointedly at the Professor, her gaze flickering to her stomach and back to the Doctor, her meaning clear.

The Professor was his world, and it was time to make sure she was safe and healthy, that she gave birth to the most perfect little time-tykes ever, and their world kept turning.

"I'm not the first companion, I won't be the last," she offered, repeating their words back to them, "I'll just be the last human one from Earth."

The Doctor looked back and forth between Clara and the Professor before nodding solemnly, winding his arm around the Professor's waist and slowly leading her to the TARDIS, past a silent Danny and into the box. They carefully made their way up to the console, passing the monitor and scanner when the Professor paused.

"We haven't left yet," she murmured, frowning.

"We haven't piloted off yet," the Doctor nodded, not sure what she meant, they hadn't been at the controls to pilot the box.

"Hasn't stopped mum in the past," she reminded him.

His eyes widened at that, the TARDIS loved them and, in the Professor's condition, would have flown them off the moment the doors shut if it had been dangerous to be on Earth at the moment…but they were still there. His gaze turned to the scanner, an image of the sun having been picked up, the edges of it flickering with solar flares…and then it hit him. The flares, the failed flamethrower…

"Maebh's drawing!" he realized, "Solar flares…and a flame-proof forest! It's not the end of the world, it's a failsafe to keep that from happening!"

The Professor smiled at that, "We need to tell Clara."

He shook his head, "We need to get you to the med-bay."

"I have time," the Professor argued stubbornly, "I can't even feel the contractions, they must be far apart yet," she reasoned when he moved to open his mouth, "We have plenty of time, I'll just…sit," she nodded at the armchair, "You can do all the running after Clara and piloting."

The Doctor seemed hesitant, "You…you're certain? The contractions aren't close?"

"I think I would know if I was in labor, husband," she rolled her eyes, "I'll go to the med-bay as soon as Clara and the children are reassured…though I would like to speak to Danny before I end up screaming and cursing your name and breaking your hand…"

He rolled his eyes at that but…she seemed ok, for the moment, she seemed not-in pain, and reasonable and…if the contractions really were that far away that she could barely feel them, then they HAD to have time, "Fine," he finally agreed, leading her to the armchair, "I'll be right back," he promised, kissing her forehead before running out of the box, shouting for Clara.

The Professor looked up at the rotor as the TARDIS gave what almost sounded like a chastising sound, "What?"

~8~

The Professor was absently patting her stomach as it tensed periodically, not sharp pains, nothing at all like what she'd read contractions were like. It almost seemed like a bit of a precursor to the contractions, if she had to be honest. It was like an annoying tensing that lasted a few seconds and then faded and came back. They were getting nearer and she was sure once they became almost constant that her true labor pains would start. But she distracted herself by focusing on the Doctor as he gave an astronomy lesson to Clara, Danny, and the children that he'd managed to get back to the TARDIS after they'd started to head back for the school.

"It's there on the screen, look," the Doctor was saying, turning the monitor to the gathering sitting on the stairs that led to the upper level of the console room, "Big solar flare headed this way," he pointed at the image of the sun, "A thousand kilometers a second."

"Coronal mass ejection," the Professor offered, "Geomagnetic storm…"

"Ignore her," Clara murmured to the kids, knowing SHE didn't even recognize half those words.

"It's huge," the Doctor simplified, "It's brewing up a solar wind big enough to blow this whole planet away," apparently not simple enough as all he got were blank faces staring back at him, though there was a growing fear in the eyes of the children, "I assumed your teachers have mentioned this?"

"I thought it would spoil an otherwise enjoyable walk," Clara gave him an irritated look.

"Ok, ok, well, this is the bad news. The  _good_  news is…it's happened before. And you're  _still_  here."

"The Tunguska Blast, 1908," the Professor offered.

"That should have blown the whole planet off its axis, but it didn't. It knocked a few trees over. Well, a few tens of thousands of trees over."

"Curuçá in Brazil."

"Same story. Earth should have been smashed, but it wasn't."

"Now, what do these things have in common?"

"I can't believe you're giving us a lesson while in the middle of labor," Clara muttered at her.

But the Professor just waved her off, "Answers, anyone?"

"They're really, really scaring us?" Ruby guessed.

"Trees," the Doctor answered, "Whenever there's a planet-threatening, extra-terrestrial impact…trees."

Still with the blank faces, didn't the teachers at that school actually TEACH anything?

"The massive forest means the atmosphere is filled with oxygen," the Professor called.

The Doctor snapped his fingers and pointed at her, "Pumping it up like a massive, highly inflammable airbag, so that when trouble hits…"

"Everyone dies," the nut-allergy boy stated.

"No!" the Professor laughed, "The impact burns off the excess oxygen."

"You have some fairly hectic weather for a few days and some fairly trippy looking sunsets," the Doctor mused, "But apart from that, you  _will_  be alright," he grinned, "I was wrong!"

"Savor that children! Never admits that often."

"The trees are not your enemy," the Doctor continued, ignoring her, "They're your shield. They've been saving you since forever. Protecting you from everything that space can throw at you."

"The wide ring…." Clara murmured, looking between the Time Lords, "The red ring. In the museum, Ruby saw a cross-section of a tree. One of the rings was wider than the others, and red."

"Atmospheric dust," the Professor shifted, starting to sit up more in her chair, a frown of concentration on her face as she placed a hand on her stomach, "Captured by the trees."

"The fingerprint of an asteroid," the Doctor nodded, "Happy Red Ring Day."

"I don't get it," Ruby frowned, "If they're good, then why are we chopping them down?"

"The Government are sending out defoliating teams," Danny stated, seeing the confused look on the Doctor's face…the Professor seemed confused about something else, "They're dropping chemicals on them right now."

"What is it with you people?" the Doctor huffed, "You hear voices, you want to shut them up. The trees come to save you, you want to chop them down."

"Or you think you need to save the world when it's already saving itself," Clara smirked at him.

"Or that you're just starting labor when, really…you might have been in the middle of labor this entire time," the Professor added.

The Doctor started to nod at that, before her words caught up to him, "What?!" he spun around to face her.

"I…think I might have been having contractions this whole day…"

"I…what?" the Doctor repeated.

The Professor swallowed hard and looked at him, "I've been feeling twinges and spasms and cramping and tension…but…but it was nothing, it barely even hurt. But…my stomach's tensing, and the tensing's getting closer together, like contractions."

"But they're extremely painful!" Clara gape at her, "You'd KNOW…"

"I've been through worse Clara," the Professor reminded her, "I…have a very high pain tolerance…"

The Doctor just stared at her, could it really be possible that the Professor had been in labor this entire time and not realized it? She DID have a high tolerance for pain, after the war, after her training, every torture she endured had built her up. She very well might have been experiencing contractions and not even realized it. And it WAS possible, it did happen, that for some women the water didn't break till right before the…um, well, pushing was needed.

"Oh my god," the Doctor gaped at her, "We need to get you to the med-bay now!"

"No," the Professor held up a hand as he move to her side to help her up, "We need to stop the government."

"We need to make sure you're ready and set up to have our children," he argued.

"I'll go," she promised, crossing her hearts, "I'll go to the med-bay right now, but one of us has to stay here and contact the government, has to put out the word to leave the trees alone…"

"But…"

"Danny," the Professor looked at him, "Could you help me to our med-bay?"

"What me?" Danny blinked, but glanced at Clara who seemed equally surprised, and nodded, "I guess…"

The Professor turned to the Doctor, "You and Clara get the call out, then come to the med-bay."

"But…" the Doctor swallowed, "I don't want to miss it. If you're that close…"

"You won't," she smiled at him, resting his hand on her stomach, "If these children are anything like either of us, they'll be stubborn and they'll want the both of us there or not come out at all."

He had to laugh lightly at that, "I suppose it'll be my reward for helping save the earth?"

"That's one way to think of it," she nodded, "Best hurry though…" she looked at Danny and held out a hand to him to grab his arm as she led him out of the room, already hearing the Doctor checking the mobile networks to put the call out as they left.

"Why me?" Danny asked as they walked slowly.

"I wanted to talk to you before I was too exhausted to after this," she gestured at her stomach, "And before you left the TARDIS and may not step back in it or want to see the Doctor or I."

He could nod at that, he was fairly certain he'd rather avoid them if he could, "I…wanted to talk to you too. The Doctor as well but I don't think he's very up for a chat."

"He's not," she agreed, "He doesn't like that you shouted at me."

" _I_  don't like that I shouted at you," he sighed, "That's what I wanted to say, I'm…I'm sorry I did. It wasn't right of me to. Not just because you're a woman and manners, but…you were pregnant to and you just don't DO that. No decent bloke shouts at a pregnant woman or…"

"My dad used to shout a lot," she cut in quietly, "He was…an angry man. He shouted. It's hard to STOP shouting once you start. It's hard to not shout at someone else when they get in the way of you being angry. I understand why you shouted at me. You were yelling and yelling at the Doctor, you can't just turn it off instantly because I said one thing to you. If it had just been me and you, you wouldn't have even started shouting. The Doctor…has a way of making people shouty."

"Still, I AM sorry that I yelled at you," Danny offered, sighing, "I shouldn't have shouted at all. It was your…home," he realized that now, he'd started a fight in what was literally the Time Lords' home, he'd been a guest and disrespected them by doing that, he hadn't realized it till now, till he'd heard them talking to Clara about how Earth was their second home and realized they'd lost their first home, "I shouldn't have done it. I just…Clara almost got attacked by that thing and she was trying to say the Doctor was a decent man and you were both looking out for her but…"

"But?" the Professor fished a bit, she knew there was more to Danny's shouting than he let on, but she could only guess what it was.

"You're his wife. You're pregnant. The Doctor proved it just before…you or the world, he'd pick you."

"And Clara is your world," the Professor finished for him, recalling Clara's words to the Doctor.

"She just might be," he admitted, swallowing hard, "And if it came down to it, he'd pick you, he'd save you over Clara. You said it yourself that, if you hadn't been pregnant, YOU would have been the one running around the school trying to stop that thing attacking, but you were pregnant so it was Clara doing all that. If the Doctor was looking after you and you were pregnant and couldn't look after Clara then…then she could get hurt. I didn't like that. I didn't like knowing she was putting herself in danger just for a bit of fun. It was stupid to me, it IS still stupid to me but…I went about it the wrong way. I just got so angry thinking that no one would be there to watch out for her and have her back."

"The Doctor's the same way with me, if I get hurt, he…doesn't have the best reactions with the ones that let it happen," she nodded to herself, thinking on that, "I will always protect Clara to the best of my ability, Danny, as will the Doctor. You care about her, but so do we. We don't want to see her hurt any more than you do."

"I get that," he nodded, may not fully believe it, but he did see that they both did care for Clara.

"Danny…" the Professor stopped before a door, the one to the med-bay, and looked at him, "You're so protective of her, because you love her, because you know just HOW hurt you can get in the middle of something dangerous. You're a soldier and you want to protect and keep people safe…especially those children."

"Yeah, doesn't every soldier?" he tried to shrug it off.

"No," the Professor said with a little shake of her head, "I feel the same way about children, they are…precious and I would protect a child I don't know to my last breath," she tilted her head, "You feel the same, don't you?"

"I suppose."

"Because you killed one, didn't you?"

"Why would you ask me that?" he frowned, taking a step away from her, knowing Clara couldn't have told her, HE hadn't even told her yet.

"It was an accident."

He stared at her a long moment, "How can you tell?" he asked quietly, "For all you know, I could have done, I could be a monster."

"You didn't and you aren't," the Professor told him, "Because the look in your eye…will never be the same as in mine," she sighed, "A soldier can always recognize another soldier, can see similar pains in them. You killed a child on accident…I…I didn't," Danny's mouth fell open, "It was war," she grew quiet, "I was tasked with a mission. I was a monster then, barely human," she swallowed hard, looking at him, letting him see how badly that had scarred her, "And I regret it every day of my considerably long life. I try to make up for it, I try to keep the children safe, especially, because of that. But what you need to realize, Danny…I see Clara as a child, as my granddaughter. So I would give my life to see her safe. To you, she's a woman you love, to me, she's a child. Do you understand now, that you don't have to worry about her, not as much as you have been?"

Danny nodded slowly at that, an understanding seeming to pass between them at what she'd revealed. The way he felt about those kids, she felt twice as much and had felt for likely centuries more than him. And if she really saw Clara as a child…she would really be in safe hands…as much as he didn't want to admit that.

"Good," the Professor smiled, "If…you could do one thing for me though?"

"What?" he looked at her.

"Get the Doctor and tell him he's probably got about five minutes before his children decide they're not stubborn but as impatient as him?"

Danny's eyes widened at that as he turned and ran down the hall, back towards the console room as the Professor let herself into the med-bay to wait, only minutes to go…

~8~

"You broke my hand," the Doctor murmured as he sat in the doorway of the TARDIS, a bundle in a pink blanket cradled in his arms, looking down at the earth, at the solar flare heading for it, passing over it, the fires being repelled by the trees that had condensed so much it appeared as though the earth were almost entirely green instead of partly blue.

"I did no such thing," the Professor countered from beside him, more focused on the bundle in blue in her own arms.

Clara had to shake her head as she knelt behind the two aliens, peering over their shoulder at the bundles and the solar flare. The aliens were looking more at their children, completely missing the moment but that was completely fine and understandable.

The Doctor had scrambled to get everything ready for a transmission, timing the children to two minutes to come up with a script that Maebh broadcast over the planet, reassuring people that the trees were there to help and to leave them alone, sneaking in a request for her sister to come home. Danny had come running into the room shortly after she'd finished, telling him the Professor said it was time before he touched the TARDIS back down in Trafalgar Square and half kicked the children out along with Danny. She'd offered to go with the man but he'd just told her that he'd heard her call the babies her 'cousins' before and that she shouldn't miss the birth of her family, because that was important. He had been sure to tell her he HAD seen the date on her kids' homework books, he did know she'd been travelling with the Time Lords behind his back, and just requested she be honest with him. He told he to stay with them for this, to see her 'cousins' born and think about what she wanted him to know, how much, and if she could be truthful from here on out before coming to see him again. He hadn't sounded like he was going to break up with her just that…he wanted honesty. It was almost like he might be ok with her travelling in the box, so long as she told him that was where she was. But she wouldn't know till she sat down and talked to him and, to be honest, that was the LAST thing on her mind right now, not with the two adorable babies before her.

She had practically run after the Doctor when he'd set the TARDIS to space and rushed to get to the Professor's side. She'd helped, assisted in the birth actually. The Doctor had delivered the children…the easiest birth he had ever seen, he'd remarked. And the Professor had looked fine throughout it, hardly in pain, or if she was, hardly feeling it. And out they came, two screaming kiddies…the boy first and then…a girl. The Time Lords had been ecstatic about it, she knew they'd be either way. They both wanted one child that was like a miniature of the other and now they had it. She couldn't tell what they'd look like just yet, both had no hair and their eyes were the blue all babies were. But they were adorable…and sleeping.

She had to laugh at that.

The Doctor and Professor had been insistent that the children's first sight be the humans saving themselves, or the trees saving them, just…something being saved…so they'd cleaned up the babies and there they were, watching the solar flare but not actually watching it, any of them.

"That is amazing," Clara murmured, watching as the gold of the solar flare slowly died away, blinking in surprise when the green began to lessen, as though the trees themselves were just…disappearing, "How will they explain this tomorrow?"

"You'll all forget it ever happened," the Professor murmured, lightly rocking her son.

"We are not going to forget an overnight forest."

"You forgot the last time."

"You remembered the fear and you put it into fairy stories," the Doctor nodded, speaking in an uncharacteristic whisper, his finger caught in his daughter's grip even as she slept, "It's a human superpower, forgetting. If you remembered how things felt, you'd have stopped having wars."

"And stopped having babies," the Professor laughed, "Or so I've heard."

It was ironic, she'd read so much about the pain of childbirth, the Doctor had been so worried to see her in pain like that…and she'd barely felt a thing. For once, her training seemed to have had a good side-effect in one regard.

Clara smiled once more, "I'm gonna go put the kettle on," she told them, placing her hands on their shoulders, "We should all have a celebratory cup of tea for my cousins' birth-day."

The Time Lords glanced over their shoulder as Clara disappeared into the TARDIS's halls, before looking down at the earth and then at each other.

"We did it," the Professor murmured.

"We did," the Doctor agreed, reaching out to take her hand, kissing it lightly, "Shall we introduce mum to her grandkids?"

The Professors laughed but nodded, the two of them carefully getting up and shutting the doors, heading over to the console, the room humming and filling with an increasing light from the rotor, "Well mum," the Professor took a breath, shifting her son so that the box could see him clearer, "This is your grandson, Kehar."

"And your granddaughter," the Doctor smiled, "Tala."

The Time Lords beamed up at the rotor as the TARDIS nearly buzzed around them, sounding utterly happy for her children.

And they were as well, nothing in the Universe could top that moment, the two of them, with their children, in their TARDIS, just as it should be.

* * *

**Notes for the Chapter:**

> The Keta twins are here! Woo! ^-^ Lol, I sort of wanted a bit of irony here where, because of everything the Professor's been through, all the pain and training and hurt and torture that she genuinely has NO idea she's in labor. Because the pain she was expecting wasn't as great as the pain she'd felt in the past so it ended up more a minor twinge than true pain ;) It's both sad that she was hurt that badly she built up such a tolerance for pain like that, but a sort of little blessing that it made for a bit of an easy birth ;) 
> 
> I hope you liked the names :) Tala (Tah-lah) means wolf, and Kehar (K'Har, silent e) means tiger, I wanted to stick with strong and fierce animals that are also very loyal and protective and also keep to the T-Theta and K-Kata, switched for gender, and keeping the 4-letter/5-letter pattern :) I wanted the girl to be Tala since the very beginning but the boy was trickier so when this episode aired, the one I planned to have them born in, and there were wolves in it, and tigers, I thought...tiger, it has to be tiger ;) Hope that makes it clearer why Leto is a Stewart, and the Sergeant, and Leia is a Smith and the Matron, they sort of swapped for their parents :) I also liked the whole 2-syllable thing for the names (if we count Proffy as 2 instead of the 3 for Professor), and I wanted to sort of mix and match the names of famous sci-fi twins as well, Leto and Ghanima from the Dune Saga, and Luke and Leia from Star Wars, since there was already a Luke Smith on the show, I thought why not take Leia from that and Leto from the other :) It's not their true names, it's not even the names everyone else will call them in the future (Matron/Sergeant), but more like the Doctor's version of 'John Smith,' the names they go by on Earth :) We'll actually get a discussion about their names from Clara very soon as well as a comment that might spark a thought to the Time Lords ;)
> 
> ...I think I put WAY too much thought into the names lol :)


	11. Dark Water

"You really can't tell me their names?" Clara's voice spoke out, echoing through the console room of the TARDIS as the Doctor and Professor moved around, bouncing their children in their arms, trying to get them to stop crying.

They'd fed them, changed them, burped them, dressed them, everything they could think of but the children just kept crying.

They didn't even know what had caused it. The twins had been just fine…till Clara had called. The Doctor wanted to blame Clara for it, something about her voice being too perky for their precious ears, but the Professor was thinking it was something else. Clara had been talking to them for a while before the twins began to cry, asking how they were doing. They'd only just started talking about how the only difficulty they were having was coming up with a set of 'human' names for their children. They couldn't tell other people what the twins' names were, and they couldn't just say 'baby boy' and 'baby girl' they needed to be able to give them some sort of substitute till they could pick a title or name themselves. They'd been going over a list with Clara and then the babies had started to cry.

"No," the Professor sighed, "Only close family knows your true name, so…we just need a stand in till they can pick one."

"I think the names I picked were fine," the Doctor huffed, half swaying in place as he tried to get his daughter to calm.

"Custard and Fish-Fingers are NOT names," Clara reminded him, "They're food!"

"And 'Apple' and 'Pear' are any better?" he scoffed.

"Oi!" the Professor shot him a small glare for knocking her suggestion.

"Look, just…no food names, ok," Clara called, "You'll start to get the joke that they're so cute you could eat them up and it'll get older faster than you two finishing each other's sentences."

"Well then what do you suggest Clara?" the Professor asked.

"I dunno," Clara mumbled, "What are your favorite names in general?"

"Doctor."

"Professor," the Doctor added.

"John."

"Katherine."

"Smith."

"Stewart…

"NOT your own names," Clara cut in, "I meant just…ok, what are your favorite book characters or…or movie characters? Anyone from the telly that you favor?"

"We're not naming our children after celebrities," the Doctor grimaced.

"I meant characters," Clara huffed, "You two must have read loads of books…"

"William?" the Doctor looked at the Professor, "For Shakespeare."

"Charlie," the Professor offered, "For Dickens?"

They considered it a moment, before looking at their children and shaking their heads, it didn't fit them. They wanted something that worked well together, something that was befitting twins and…

"Twins!" the two Time Lords shouted at each other.

"What?" Clara asked.

But the Doctor and Professor just smiled.

"Luke and Leia," the Doctor stated.

The Professor frowned, "Ghanima and Leto," she argued.

"We're not naming them after Frankie's books."

"Well we're not naming them after George's films either."

"But…TWINS," the Doctor reminded her, "They're the most famous fraternal twins ever, and they're aliens, and there're spaceships…"

"So are mine," the Professor defended, "They're fraternal twins too, and they're aliens with spaceships involved too!"

"Mine's more famous."

"Mine came first!"

"People will make fun of her if we name her Ghanima!"

"Well people will confuse our son and Sarah Jane's if we call them both Luke!"

"Wait, wait!" Clara shouted suddenly, trying to be heard over the bickering of her grandparents, "Hold on, just…wait!"

"What?" the Time Lords looked at the console as though they could actually see her through the phone. They had snapped, just a bit, and they shouldn't have, but the children wouldn't stop crying and it felt like with each name they threw out the cries got louder. It was breaking their hearts that they didn't know what to do to help them calm down or soothe them.

"You said Luke and…" Clara began.

"Leia," the Doctor finished.

"And Ghanima and…"

"Leto."

Clara was silent a moment, "You're both really oblivious in these bodies aren't you?"

"Clara…" the Professor sighed.

"Think about it…" Clara actually started to laugh now, "You don't want Ghanima or Luke, so that leaves…"

"Leia and Leto," the Doctor answered.

"And your surnames on earth are?"

"Smith and…" the Professor blinked, "Stewart…oh my god."

"What?" the Doctor looked at her.

She just gaped and looked between the children.

"You're getting it now?" Clara called.

"We'll call you back Clara," the Professor moved to the phoneline, "We need to go see our goddaughter."

"Let me know how it goes," Clara remarked, "I may need to go see two of my co-workers if that's what I think it is."

"Will do," the Professor nodded before ending the call and starting to try and pilot with one hand.

"What?" the Doctor frowned, "What happened? I missed something…"

"The names," the Professor turned to him, "Leia and Leto."

"Yes…" he gave her a look.

"Add each of our surnames, respectively, to them and you get what?"

"Leia Smith and Leto Stewart."

"And who does that remind you of?"

His frown deepened in concentration, "Not getting it."

"When you were the Caretaker and I was the Tutor, there were two others, the PE teacher and the Nurse…"

He blinked at that, it hitting him now, "Leto Stewart and Leia Smith…"

"And, even more, do you know who they remind me of?" the Professor asked, but he shook his head, "That sergeant and matron, in the Great Pyramid, when River almost tore time apart. Don't you think they look like them too?"

The Doctor's eyes widened at that, thinking back to that moment, to the glimpse he'd gotten of the two when River had remarked who they were, they WERE the ones from the school. His eyes flew to hers, "But if they were at the Pyramid and the School and were named that and WE call our children that…"

The Professor nodded, "And that is why I have a few questions for River Song," she moved back to the console.

The Doctor hurried over to her side, helping her as best he could to pilot the box with her to Stormcage.

If there was one person that would know what their children were called in the future and confirm that the three, the twins in their arms, the nurse and PE teacher from Coal Hill, and the sergeant and matron from the Pyramid WERE the same person…it would be River.

Oh their goddaughter had A LOT to answer for…

~8~

The Doctor and Professor sighed as they stepped back into the TARDIS, shaking their heads at their goddaughter. River had been evasive, as was usual, but she'd been thrilled to see the babies, which had, thankfully calmed down after playing with River for a bit. Really though, what HAD they expected to learn from River about their twins? They had managed to get her to confirm that she DID know their twins, as adults, that they liked to use the alias of Leia Smith, in honor of her father, and Leto Stewart, in honor of his mother, whenever they needed them on Earth, and, after much arguing with the Professor, had finally confirmed that it HAD been their children in the pyramid with them. But she refused to divulge anything else about that. And...it might have been a good thing. Did they really want to know everything that she knew of them when they were older? Could their hearts even take hearing some of the adventures they now knew the three had gotten into? The woman was the Queen of Spoilers and not revealing them, how could they truly have thought that she would tell them about their children, all grown up, when they were just but babies in their arms. They looked down at said twins and couldn't help but smile at them. They were both…very different in the styles they'd selected to cradle the children to them. The Professor had donned a sort of sling, a sash, that went around her shoulder and allowed her son to cuddle up close, resting his head on her chest, allowing her hearts beating to lull him. The Doctor had taken a more modern approach, using a sort of papoose, much like the one Craig had used so long ago to affix their daughter to his chest, her chest to his, her head turned as her own ear came to rest on the center of his chest, between his hearts.

The children were…hard to get to sleep, but they'd realized, after the babies had fallen asleep ON them a time or two, that the sound of their heartsbeat calmed them. The Doctor liked to say it was because they'd been inside the Professor and heard her hearts beating all the time, that the noise was familiar to them. Whatever the reason was, it was a very good trick to know that it would knock the twins right out. They both had…quite the set of lungs on them and if anything disturbed them, even the slightest amount, they would start screaming. The Professor had blamed HIM for that one, he was very…particular about his resting and when he was comfortable and whenever he was startled he used to scream like a banshee…which always made her laugh as a child.

Their thoughts and grumbles about River were cut off when they noticed the phone on the console ringing. They glanced at each other a moment at that but hurried over to quickly switch it on, not wanting to wake the children.

"Clara?" the Professor called out, spotting the reading of ID as she flicked a knob to set it to speaker.

"Hey!" Clara greeted, a forced chipper tone in her voice that made the Time Lords frown to hear.

"Sorry, we were…busy," the Doctor offered, not about to tell her they were trying to grill River for information about their children, "What's happening?"

"Oh, nothing," Clara cleared her throat, "You know, same old, same old."

The Professor frowned more at that, it was all too clear in her voice that she was lying, but the Doctor didn't seem to notice, too focused was he on playing with their daughter's little hand with one of his own, his other gently resting on the back of her head. The children were a few weeks old, little tufts of hair starting to grow now, their eyes having faded from the blue of birth to what they felt would likely be the colors for the rest of their first incarnations (so it had better be the rest of their lives!). Their daughter had brown hair and gray eyes, much like the Doctor's first incarnation's hair and her own first's eyes, while their son, in quite the opposite, had her blonde hair and the Doctor's brown eyes.

"Well, you're only human," the Doctor shrugged in response to Clara, "So what we can do for you, Clara?"

"I just…" Clara began, taking a breath, "I wanted to see my cousins," she offered, it was too odd for her to think of them as her niece and nephew while still thinking of the Time Lords as her grandparents, so she called them her cousins, "I only got to see them just after they were born, I miss them. How much time have I missed? How long have you been away? Are they like five years old now? Teenagers? Marri…"

"No!" the Doctor shouted, quickly, before wincing and whispering his apologies to their daughter as she squirmed against him for the volume before settling down, "I mean, no, not married, still babies," he looked at his daughter, smiling, "Always babies…"

"Which means you, darling," the Professor moved to her daughter and pressed a kiss to the back of her head, "Had best not date for quite a few centuries."

"Or ever."

The Professor rolled her eyes at that, "She'll have a hard time with you and him," she gestured at their son in his sling, "Watching over her."

"What, you think I'd scare them away?"

"You would throw them out into a blackhole and you know it."

He let out an indignant, mock-offended huff, "And where, exactly, are you and your blaster going to be?"

"Hiding in the bushes and using my stealth to keep guard," she stated blandly, as though she had already thought of that and was fully planning to follow her children around to protect them from suitors if need be.

"Um, hello!" Clara called, "Still here. And as…as much as I enjoy your flirty thing, my cousins? Can I see them? Please?"

"Of course," the Doctor huffed, moving to the console, "Well be there in a mo."

"Thanks," Clara finished, ending the call quickly.

"So what do you think is the matter with her?" the Doctor asked as they began to move around the console to set the coordinates, running a brief scan to make sure Earth wasn't under attack and that Clara had called them under duress, checking the news reports quickly.

"You could tell?" the Professor glanced at him for that, surprised.

He shrugged, "She's a girl. Isn't there always something wrong going on?"

The Professor opened her mouth to argue that, before letting out a breath, "Normally yes," she agreed, "Mostly because of boys causing trouble," she shot the Doctor a look, before shaking her head and getting back to running the scan, flicking through reports as the Doctor began to put in coordinates…when she stiffened.

"What?" the Doctor looked up at her, frowning when he saw her just…staring at the monitor. He quickly made his way over to her, his own breath leaving him as he saw the report she'd just found.

'Coal Hill Teacher Dearly Missed' and there was a picture of Danny Pink, an article to follow saying that he'd been hit by a car, died on impact.

"Oh Clara…" the Professor breathed.

"She's going to turn on us," the Doctor said, his voice grave.

The Professor frowned and looked at him, "What?"

"If I ever lost you," he turned to her, "Do you know what I'd do with access to time travel?" he gestured at the box.

The Professor swallowed but nodded, "The same thing I'd do if someone didn't stop me taking out our enemies first."

They both had very different reactions to threats against them, the Doctor's first thoughts would be to get them away from danger, if she had been killed, she didn't doubt he'd break every single law of Time to try and go back and save her. Even more so now that they had children. SHE would launch herself at whatever killed him and not stop till she had either died or killed the lot of them…and THEN she'd probably try to go back in time to save him as well.

They'd want to, they'd damn the consequences, they wouldn't care…and they could tell Clara would want to do the same. And, looking down at their children…they couldn't fault her. They would do the exact same thing for each other. Ooh in the past, in the past they'd say no, in the past they'd probably say no…but there were always loopholes. With Rose, with her father, the tale the Doctor had told the Professor, the man had been gone for years, Rose had stopped his death, had gone back and saved him.

And right now, that seemed to be what Clara would want them to do, but THAT they couldn't do. If they set down now to pick her up, they'd become a part of events and Danny's fate would be permanent, they wouldn't be able to go back and save him from the car…but there was no other way to get Clara to the TARDIS than to set down and pick her up. Still…they couldn't go back and stop the accident but…perhaps there was another way to save the man.

"You know how far I would go for you Kata," the Doctor continued, "You know I'd damn any consequence, I'd pay any price, I'd go any distance for you. I'd force anyone in the way to shove off, I'd force anyone that could help me to do it."

The Professor nodded slowly at that, seeing what he was asking her, "Would Clara?" she had to voice it, "We both know she said she loved him, but how much? Enough to go as far as we would? Enough to face the consequences of this?" she shook her head, "We have to be sure that she's willing to go that far, that she's THAT sure she wants to do this. Would she try to use us to get him back? Would she want to drive it that far that she'd risk losing us to get him back?"

That was the question and it was difficult, because…Clara would have to be.

For them to agree to this, to getting Danny back…Clara would have to prove just how far she'd go and just how much she'd pick him over them.

She would have to betray their friendship in order to convince them to help her, to convince them she was THAT serious.

~8~

The Professor and the Doctor looked up when they saw Clara enter the TARDIS doors only moments after they'd set the box down.

She smiled at them fiddling about the console, "Start her up!" she called, hopping up the stairs towards them.

"Where are we going?" the Professor asked, glancing at the Doctor behind Clara's back.

"Away," Clara moved over to the armchair that had, what appeared to be, carseats strapped to it, a double seat that the twins were resting on, both in little footie pajamas in pink and blue, making her smile as she gently reached out to touch their heads.

"From?" the Doctor watched Clara closely.

She leaned in more to kiss the children on the head, before shrugging, "Just away," and continuing to another set of stairs, heading down below.

"Well, normally you say work or kids or dishes or dullness," the Doctor remarked, "So what's happened?"

"A volcano!" Clara shouted up to them, heading up the steps to join them moments later.

The Professor blinked at that, "I'm sorry?"

"I've never seen an active volcano, do you know one?"

"What's so great about seeing a volcano?" the Doctor frowned, "It's just a sort of leaky mountain."

"I've never seen lava," she gestured at the console for the Doctor to start the box up, not noticing the Professor watching her as Clara dipped her hand into his coat pocket and pulled something out quickly.

"It's rubbish," the Doctor warned but pulled a lever to send them off.

"Prove it," Clara challenged, skipping up the stairs to the bookshelves on the galley, this time it was the Doctor that watched as she pulled one of the TARDIS keys out from one of the books and slipped it into her pocket as the Professor set the coordinates, "Do you still have those sleep patch things?"

"You can't have one," the Professor warned, moving around the controls to move to the armchair, picking up a small blanket that had fallen to the floor to place over her children.

"I'm having trouble sleeping," Clara defended.

"You still can't have one," the Doctor agreed, turning to the controls.

Clara looked between the Time Lords, noting the Professor's attention on the children before she quickly made her way to the Doctor, moving over to a small set of drawers nearby and pulling out a box, holding it up to him, the sleep patches, "Can I have one?"

"No, you can't have one, Clara," the Professor called, making Clara look over but breathe a sigh of relief when the woman didn't turn round.

"So, volcano," the Doctor continued to fiddle with the controls, "What's so good about lava?"

Clara just took a breath and moved over to the Doctor, reaching up with one of the patches to press it to his neck…

~8~

The Doctor gasped as he jolted awake from a slumber to find himself lying on the ground outside the TARDIS, the box parked on a ledge in the middle of a caldera, lava bubbling around them, being spit into the air with each gurgle, rock popping up around him, a thick smoke surrounding him. He twisted almost painfully and nearly sagged with relief when he saw the Professor lying close beside him and reached for her, " _Kata,_ " he called in Gallifreyan, " _Kata, wake up!_ "

The Professor's face scrunched but she slowly woke, " _Theta?_ "

It should have been surprising to him that she woke so easily, even after having children she slept like the dead, hardly waking unless she was already on the cusp of consciousness. It usually left him to tend to the children in the middle of the night, with midnight feedings and nappy changes, but he was MORE than happy to do so. The Professor had had a fair hard time carrying them both and anything he could do to make up for that, to be able to help now when he couldn't before, he would do.

" _What…_ " the Professor looked around, her hand flying to her chest and shoulder, checking for the sling, before she reached out to his chest where the papoose was also missing, " _The children!_ "

They both scrambled to their feet and turned to the TARDIS, reaching for the doors to push them open…but they were locked.

"Looking for these?" a voice called behind them, making them tense and turn to see Clara standing behind them, just barely visible through the smoke and darkness, illuminated only by the colors and heat of the lava.

But that wasn't what mattered, what mattered was that she was holding seven TARDIS keys out flat on her open hand.

"You told me once what it would take to destroy a TARDIS key," Clara began, "That's what's so good about lava. All seven," she held her hand up more for them to see, "From all of your hiding places," she picked one up.

"Clara what are you doing!?" the Professor shouted at the girl.

But Clara just seemed to look through them, tears in her eyes, her face unnaturally blank.

"Don't!" the Doctor held up his hands in surrender as Clara turned her hand, the one holding one key, towards the lava, "Be very, very careful with that. Those are very, very…"

His words cut off when Clara threw one of the keys into the lava.

"Do I have your attention?" Clara cut in.

"Clara…" the Professor's voice was very warning.

"Don't bother," Clara shook her head, reaching behind her with her now-free hand to pull out the Professor's blaster from behind her. She'd double checked the woman over, knowing that the Doctor had confiscated the blaster last she saw them, but the woman had had it back by now. She dropped it to the ground behind her feet, precariously close to the lava. One firm kick back and the blaster would be just as lost, "Now," Clara took a breath, "Do I have your attention or not?"

"Yes," the Doctor stated his face morphing into a hard expression.

"Good."

"No," the Professor shook her head, "Not good, Clara."

But Clara just continued as though the Professor hadn't said a word, "Danny Pink."

"Yeah?" the Doctor reached out to take the Professor's hand, tugging her gently closer, able to feel her tensing beside him.

"Is dead."

"And?"

"Seriously?"

"And?" the Doctor stressed.

"And fix it!" Clara shouted, "Change it. Change what happened. Save him. Bring him back!"

The Doctor shook his head even as she lifted another key, "No."

The Professor squeezed his hand in return, both their mind drifting to what happened when Rose had saved her father, what had happened then.

So Clara tossed the key into the lava, "Five left. Every time you say no to me, I will throw another key down there. Do we understand each other?"

"Well, we understand you," the Doctor muttered, stepping even closer to the Professor, "Let's not get carried away."

They certainly understood Clara more than she realized.

"Time can be rewritten," Clara stated.

"With precision," the Professor agreed and disagreed at the same time, "With great care."

"And not today," the Doctor added, "But you know that of course, otherwise you wouldn't be threatening us."

"Did you just say no?" Clara frowned, picking up another key.

"If we change the events that brought you here, Clara," the Professor tried to explain, "You will never come here and ask us to change those events. And it'll happen all over again, a paradox loop. The timeline disintegrates. Your timeline. So yes."

"Yes?"

The Doctor rolled his eyes, "Yes. We did just say no. Throw away the key."

Clara's eyes narrowed, "I have seen you change time, I have seen you break any rule you want."

"We know when we can," the Doctor stated, "And the Professor knows when we can't. Throw the key."

"I know what you're doing," Clara frowned, pointing her hand that was holding the single key at them, "You're trying to take control."

"You'd be surprised how in control we are," the Professor muttered.

"So do it, throw away the key," the Doctor nodded, "Do as you are told!"

"No!" Clara snapped.

"Well, either you do as you're told or stop threatening us because, believe me Clara Oswald, it is NOT easy at all to hold my wife back," the Doctor's eyes narrowed back at her, "That is our third option. You throw the key, you stop this nonsense, or I release my wife."

"That's how you want to play it then?" Clara almost snarled, before turning and throwing her other hand at the lava, throwing ALL the keys in there save the one in her other hand, "One last chance," she held up the key to them, "And I don't care about the rules, I don't give a  _damn_  about paradoxes. Save Danny. Bring him back or I swear you will never step inside your TARDIS again. I…" her voice broke, "I swear you will never see your children again."

The Time Lords looked at each other deeply at that, seeming to come to a decision about something, a realization, a confirmation, before they nodded at each other and turned back to Clara, "No," they both said.

"Do as you are told!" Clara shouted.

"No," the Doctor shook his head.

"Say it again so I know you mean it."

"No," the Professor repeated.

Clara started shaking now, "I'm not kidding!"

"Neither are we."

"I  _will_  do it!"

The Doctor just sighed, "We don't think you will."

The Time Lords just watched as Clara tossed the last key into the lava…before seeming to realize what she'd just done and gasped, pressing her hands to her mouth, her eyes wide and filled with tears, "Oh, I'd say I'm sorry but I'd do it again…" she admitted, her voice cracking as she fell to her knees, starting to cry, "I'd do it again," she wept for a moment, letting a sob overtake her, before glancing over at the Time Lords that were…just standing there, watching her solemnly, "Well, what are you doing? Why are you just standing there? Do you understand what I have just done?!"

The Professor let out a long breath, "Look in your hand."

"There's nothing in my hand."

"Clara, look in your hand," the Doctor insisted.

"The keys, they're gone. They're down there. They've gone. Your children…oh my god…the babies…" she hunched over more, another round of sobs striking her as she thought of those innocent babies stuck in the TARDIS and…SHE had just separated them from their parents.

Oh god, what had she done?

"Clara, just look in your hand," the Professor repeated.

"There's nothing in my hand!"

"Yes, yes, yes, there is," the Doctor huffed, starting to get fed up with this all, so he strode forward and grabbed Clara's hand, "Look," he held it out before her, her palm flat, revealing the sleep patch Clara had tried to steal lying there in the middle of her palm.

"Did you seriously think that that was going to work on him?" the Professor shook her head, crossing her arms, "On ME? That I wouldn't be able to stop you? I'm not pregnant anymore Clara, I'm faster than before, and I can easily subdue you," and that's exactly what she'd done, grabbed Clara's wrist as she'd reached for the Doctor's neck and pressed the patch to Clara's hand instead.

The Doctor nodded, "And they're not sleep patches. They induce a dream state," he corrected, ripping the patch off Clara's hand.

Clara blinked and looked up, seeing that she was kneeling on the ground of the TARDIS console room, everything just as it had been, the twins asleep on their seats, the Doctor crouched before her though he stood quickly and moved to the Professor's side, the woman holding up her blaster to show her before slipping it back into her jacket as more proof that the entire thing had been a vision of some sort.

"They make you very suggestible," the Professor told her, turning towards the console as the Doctor collected the TARDIS keys from the ground and put them in his pocket.

"We allowed the whole scenario to play out just as you planned," the Doctor agreed, moving to his wife's side, sliding his arm around her waist as he stood beside her.

"We wanted to know how far you would go."

"Well," Clara swallowed, starting to pick herself up from off the ground, "Now you know."

The Doctor nodded slowly, giving her a grim look, "Now we know you would separate us from our children just to get what YOU want."

Clara flinched at that, glancing over at the babies, still sleeping away and cuddled towards each other, and back to the Time Lords, her eyes begging them to understand, "I  _love_  him."

"So you've said," the Professor muttered, "Love him so much you'd leave our children stranded to die of starvation alone in the TARDIS just to get him back."

Clara bit down a sob at that, at the very harsh but very real version of it all, she…she had been about to do that, hadn't she? She just…it was too much, her grief, the loss, so sudden and just after she'd told him she loved him, just after SHE had actually said the words to him with real meaning, to lose something so new…she had been willing to do anything to get it back and it killed her to know that included threatening the children of the Time Lords.

Maybe that had been why she'd done it, maybe she'd been hoping the Professor would take her blaster and put her out of her misery…

"So, what now?" Clara whispered, choking a breath on a sob she tried to restrain, "What do we do now? What happens now?" but the Time Lords were silent, glancing at each other and then down at the monitor, "Doctor?" nothing, "Professor?" still nothing, "Gramps? Gran?"

She flinched at how they looked up at her for the last one with such a hard look on their faces.

"Go to hell," the Doctor said, pulling a lever and landing the box with a thump.

Clara nodded, sniffling, "Fair enough," she agreed, understanding entirely that she'd taken it FAR too far, "Absolutely fair enough…" she gave them one last look, knowing this was likely the last time she'd ever see them…and was after she'd done something so horrible to them, and turned to walk towards the doors, her head bowed in shame.

"Clara," the Professor called, making her stop, "We meant literally."

Clara frowned at that.

"You asked us what we're going to do," the Doctor put his hands into his pocket, "I told you. We're going to hell."

"Or wherever it is people go when they die," the Professor offered.

"If there  _is_  anywhere."

"Wherever it is, we're going to go there and we're going to find Danny."

"And, if it is in any way possible, we're going to bring him home."

"Almost every culture in the universe has some concept of an afterlife."

"Always meant to have a look around, see if we could find one…"

Clara let out a breath, not even caring to comment on how they had to stop switching off talking like that even as old people, too caught up in what they'd just said, "You're…going to  _help_ me?"

"Why wouldn't we help you?" the Doctor eyed her a long moment, not sounding scoffing or even curious but like he was demanding her to answer.

"Because of what I just did," Clara blinked, tears filling her eyes once more, "I just…"

"You betrayed us," the Professor nodded.

"Betrayed our trust," the Doctor continued.

"You betrayed our friendship."

"You betrayed our family."

"You betrayed everything that we've ever stood for."

"And you let us down."

The disappointment in their voices on the last one nearly did her in more than all the cases of betrayal she'd given them in only minutes, "Then why are you helping me?" she whispered, not trusting her voice to be louder.

"Do you think we care about you so little that betraying us would make a difference?" the Professor shook her head, "You COULD have just asked us, Clara. But…you are our family, there will be times we let each other down, but we shouldn't EVER give up on each other."

"And…" the Doctor sighed, looking at the Professor, reaching out to touch her cheek, smiling softly to himself, "We understand. Do you think we wouldn't go just as far, or even farther, to get each other back?"

"We can't break the law like that for you, Clara," the Professor looked back at her, "But we can find a loophole around it."

Clara opened and closed her mouth a few times, trying to find the words, but all she could do was offer a watery smile, tears spilling from her eyes.

"Stop it with the eyes!" the Doctor huffed, rolling his eyes, "Don't do that with the eyes. It's never going to be as good as…" he stopped a moment, and groaned, putting a hand over his eyes.

"What?" the Professor frowned at that.

He just looked at her, "Promise me you won't teach our daughter your sad eyes," he nearly begged her, "She already does me in just looking at me as it is, if you teach her the sad eyes…" he didn't even want to THINK about how much more he'd be wrapped around his little girl's finger in that instance.

"Sorry, husband," the Professor chuckled lightly, "I think it's a natural and inherited talent."

"Wonderful," he muttered, before shaking his head, "Well, come on, we've got work to do," he glanced over at Clara, the woman still just standing there as though she couldn't believe they were actually going to do this for her, "This is it, Clara," he called to her, One of those moments."

Clara shook her head out of her shock and slowly approached the console, "What moments?"

"The darkest day," he began.

"The blackest hour…" the Professor tried.

"Don't," Clara shook her head, holding up a hand, "Don't do that switchy thing you do. It gets really annoying, really quickly."

The Doctor rolled his eyes at that, "Chin up," he continued instead, "Shoulders back. Let's see what we're made of."

The Professor nodded, moving around the console to hit certain switches, "Switching off the safeguards," she reported, "Turning off the nav-com…"

The Doctor took Clara by the shoulders and led her over to a grate on the console panel, through which was a pink, lumpy substance he'd stuck her fingers in when they'd been trying to work out his nightmare of someone grabbing his leg under the bed, "Remember, we did this before. We plugged you into the TARDIS telepathic interface."

"We ended up all over Danny's timestream," Clara mumbled.

"Because you and he are linked," the Doctor agreed, "Strongly linked."

"His timeline ended still intertwined with yours," the Professor explained, "So if he's anywhere at all, that link will hold."

"Give me your hands," the Doctor began to guide her hands to the grate, but she tugged back.

"I…" Clara began.

"We're in a hurry."

"I don't deserve family like you," Clara whispered to them, "I'm a horrible granddaughter."

"Then be an excellent cousin," the Professor countered, moving over to the armchair where the twins were starting to wake once more.

The Doctor watched as the Professor tended to their children a moment, before he turned and placed Clara's hands into the lump, squishing them in firmly, "Think about Danny," he instructed, nodding at her to close her eyes and focus, "Think about the man you lost. Let it hurt. Let it burn. But don't bleat. Don't ask, why him? Why me? Forget all that. Ask one question. Just one. Ask…where is Danny Pink now? Where is he now?" he glanced up at the rotor as it began to move and then over to the Professor to see she had already gotten their son into his sling. He nodded at her and moved to switch with her, to get their little squirming daughter up as she checked their progress.

"The TARDIS definitely thinks he's somewhere," the Professor called as he worked on getting the girl into her papoose. She reached out and pulled a lever, setting the TARDIS down once it had come to the end of its lock.

"Where are we?" Clara opened her eyes and looked at them, pulling her hands out of the lump, not willing to risk sending them off somewhere her mind drifted to next.

"Nav-com's offline," the Professor reminded her, shaking her head.

"We'll have to do this old school," the Doctor agreed, stepping down, their daughter already starting to lull back to sleep.

"Oh I hate old school," the Professor grumbled, but quickly checked her blaster quickly, securing it in her other side of her jacket so as not to disrupt the sling if she needed it.

The Doctor reached out and caught her hand as she pulled back, ' _Are we sure about bringing the children?_ ' he asked her, already the fretting father.

' _We don't know that the TARDIS will be safe in an 'underworld,'_ ' she reminded him, ' _We could be locked out like Clara would have done, or they might take the TARDIS, I'd rather keep them close where I can protect them._ '

He had to nod at that, they didn't know what being in a realm like this would do to the TARDIS, if the box would be as safe as normal, and…they didn't like being separated from their children. Even knowing that it had been a dream of sorts with Clara, the fact that she would have done it, kept them apart, they didn't want to risk anything like that again, not so soon. And he knew…if anyone dared threaten or even think about harming their children…well…people were scared of  _the Professor_? Just wait till it was the Oncoming Storm protecting his family.

"But this is where Danny is?" Clara asked, pulling them from their thoughts.

"Almost certainly not," the Doctor told her.

"It's where there's  _a connection_  with Danny," the Professor explained, "According to the TARDIS, this is where it's most likely that your timeline will re-intersect with his."

"And that won't do," the Doctor huffed.

Clara frowned, utterly lost, "What won't?"

He gestured at her, " _You_ won't. Look at you!" he huffed, "We need skeptical, clever, critical. We don't need mopey. It put years on your face. And what if people see us together? It looks like you've been melted."

Clara gave him an unamused look, not entirely sure if he was trying to make her laugh or genuinely insulting her, "Are you forgetting why we're here?"

"We're here to get your boyfriend back from the dead," the Professor remarked.

"So buck up and give us some attitude!" the Doctor agreed.

"We don't know what's out there Clara," the Professor reminded her, "If someone is there that can get you to Danny, they can't see a desperate woman that will do anything, they'll use that to their advantage. They need to see you being strong or they'll play you like a harp."

"Oh," Clara swallowed hard, nodding her head even as she quickly wiped at her eyes, "Why didn't you just say that," she muttered at the Doctor.

"I thought I was being perfectly clear," the Doctor shrugged.

Clara blinked at him and turned to the Professor, "Don't let him teach your son how to talk to girls," she warned the woman.

The Professor patted Clara on the arm as they headed for the door, "I wasn't planning to."

"I CAN hear you, you know," the Doctor muttered.

"Good," the Professor called, slowly pulling the doors open and peering out cautiously, sticking her head out a little more to look around, before she nodded to the Doctor that it was safe to step out, allowing him out first and grabbing Clara's arm before she could pass, stilling her, "Clara...we DO understand why you did that," she began, "But do that again, for real, even so much as THINK of separating me from my children again..."

"I know," Clara winced, "I know, I'm sorry."

"I WILL kill you Clara," the Professor warned her, "Family or not, nothing will harm my children or put them in danger. If you do anything that jeopardizes them...I won't hesitate to stop you, and I don't think the Doctor would stop ME either."

She didn't bother adding that, once they managed to meet up with Jenny again and get Aeon back the little kitten would no doubt attack her before she could even move against them.

She was quite terrifying in her own right.

Clara swallowed hard, "Understood," she whispered, not quite used to being on the receiving end of her grandmother's wrath and threats, but understanding entirely why she was.

The Professor gave her a nod before she stepped out, Clara following her.

The TARDIS appeared to have landed in an empty hallway, in between two very large columns stationed at the bottom of a set of stairs that led up to an urn on a plinth with an eternal flame burning on it. The corridor was very dark, prompting the Doctor and Professor to pull out their sonic and blaster to use as a torch, shining them around to try and work out where they were. The Doctor stepped further out, over to a small obelisk of granite that appeared to have some sort of logo etched into it, a large circle with a smaller one just in what might have been the corner of it, a slogan of '3W: Rest in Peace, We Promise' carved below it.

"Doctor," the Professor murmured, pulling his attention over slightly down the hall where there wall seemed to be lined with glass tanks filled with water.

"Fish tanks?" Clara asked hopefully.

"In a mausoleum?" the Professor gave her a look at that, before glancing up the stairs towards the plinth and starting up them, her arm coming around to her sling as she felt her son shifting against her, rubbing his back absently as she went. There wasn't anything much different at the top, the plinth had the same motto and logo as the obelisk below.

"What does that mean?" Clara frowned at the message.

The Doctor gave her a grim look, "It means those are definitely not fish tanks."

"Come on," the Professor turned to the right, "I hear water running…" she led them off down the hall, cautiously peering around the corner of the hall before nodding that it appeared safe and stepping around it.

The trio quietly walked down the hall, noting it appeared to be a gallery of some sort, the walls lined with the same tanks as before, a dark liquid giving the objects inside an eerie blue hue, not that the objects weren't already eerie as it seemed the tanks each had a skeleton within, sitting on a chair and staring out ahead.

"Why?" Clara had to ask, it was just…so odd.

"I don't know," both the Doctor and Professor murmured, their hands automatically moving to their children who were, thankfully, still sleeping away…which did make sense as they'd spent a good many hours screaming and crying before they'd gone to see River, it was almost as though they truly hated the names that their parents were tossing out for what to tell the humans to call them and were trying to let them know their thoughts on the subject.

"Ok," Clara let out a breath, "I'm assuming they didn't actually drown in there."

"No," the Professor shook her head, slowly stepping nearer to one of the tanks and peering inside, eyeing the positions, far too uniform, "They were placed, after death. These are tombs. Water tombs," her eyes flickered around the chamber, "Some sort of fluid," she murmured, "I won't be able to tell what without touching it. Husband?"

The Doctor flicked the sonic on and scanned the tank, only to frown at the reading, "Unknown," he sighed.

"That's never good," she stepped back.

Clara gasped, nearly jumping away from the next tank over when she spotted a name plaque underneath, "Oh, God. Am I going to find Danny now?" she spun to them, "Is  _that_  why the TARDIS brought us here? I don't want to see him like that…"

"Good point," the Doctor nodded, not quite answering Clara's question, "Tombs with windows. Who wants to watch their loved ones rot? Why would anyone go to so much trouble just to keep watch on the dead?"

"The only reason to monitor something is because of its value or usefulness," the Professor remarked, "If it were sentimentality, there would be more people here, so it must be usefulness," she glanced at the Doctor, "A storage unit? Leverage? Like Kazran's ice room?"

"Could be," he sighed, the tanks could be like iceboxes, holding the 'surplus population' like it had with the young boy they'd helped once.

The Doctor reached out and took the Professor's hand, the woman having put her blaster away for safety and advantage of surprise should they find the one holding the bodies hostage, if that WAS why the bodies were set up like that, and led her further down the hall. He paused, spotting a book, like a ledger, sitting on a lectern, and headed over to it. If this was a sort of resting place, the families that visited would have signed in and perhaps they could use the TARDIS to look them up, see if there was a connection between the bodies or even the death. He reached out to touch one of the blank pages, spreading his fingers out and activating a digital/holographic cube to rise from the pages. He turned his hand to cup the cube and turned, tossing it into the middle of the hall. The cube began to open, turning into a holographic screen that displayed the double circular logo and what appeared to be the company's name, 3W, before Bach's Air on a G String began to play, information scrolling down before them as voice read it aloud.

"3W," a woman's voice began, "Death is not an end. But we can we help with that. Ever since 3W encountered the truth about the death experience, we have been working hard to find a better life for the deceased. At 3W, afterlife means aftercare."

"Ok," Clara frowned at that, "Bit strange?"

"Very," the Professor agreed.

"Why have the scrolling and a voice?" the Doctor, however, wondered.

"They don't," the Professor murmured, "Is it difficult?" she suddenly called out.

"Is what difficult?" Clara shook her head, barely following.

"Reading all those words back to front," the Professor continued, her gaze locked on something in the shadows behind the holographic information that had now gone back to the logo, "If you wanted us to think it was automatic, you should have had your voice project from a speaker from the same point of origin as the screen, come out."

The Doctor straightened, stepping closer to the Professor as a woman that looked…like a rather sinister version of Mary Poppins, complete with the old-fashioned gown and flat hat, stepped out of the shadows, through the hologram and came to a stop before them.

"Hello," the woman began, smiling, "I hope you're well. How may I assist you with your death?"

"Well, there is, er, no immediate hurry," the Doctor began, squeezing the Professor's hand more, knowing she wanted to reach out and touch the woman, see who she might be, but if she was asking to assist with death, there was a very real chance that she might have some sort of poison in her skin, some sort of anesthetic, like the Handbots in Apalapuchia had and he wasn't going to risk it, "We're just, er…we're just…"

"Browsing," Clara offered.

"Yeah, yeah, browsing."

The woman tilted her head to the side, somehow managing to keep her hat on her head, "Please, take all the time you need. At 3W, you always have the rest of your life."

"Oh, good. That's good to know Clara, isn't it?"

"Yeah," Clara looked between the Time Lords, seeing them frowning at the woman, almost seeming confused, "Great?"

"Exactly what is 3W?" the Professor asked, for some reason…her mind kept going to either the internet or Webley's World of Wonders but it couldn't be any of that.

"Apologies," the woman blinked, "Clearly you have not received the official 3W greetings package."

"Well, you know, it's just an unexpected…" the Doctor began…

When suddenly the woman lunged at him, grabbing his face and starting to kiss him.

The Professor would blame her second's worth of hesitation at ripping the woman away from the Doctor by the back of her dress on her body still being a bit slow from having carried twins and her son being attached to her front. But it literally was only a second before the woman had been yanked way with enough force to send her stumbling back…and to blink and see the Professor's blaster aimed at her face.

"Wife, don't," the Doctor spoke, but didn't make a move to actually try and stop her or get her to lower the blaster, if it had to be said, he moved more behind her as though she were a shield between him and the crazed woman.

"Welcome to the 3W Institute," the woman smiled, as though not even fazed that there was a gun aimed between her eyes, "You also have not received the official welcome package."

"Don't you dare," the Professor began to power up the blaster, signaling for the woman not to take a step towards her, "Only person who kisses me is my husband."

"Husband?" the woman blinked, tilting her head at the Doctor and back at the Professor, "We have package deals for couples."

"We have NO intentions of dying anytime soon," the Professor stated, her grip tightening on the blaster even as she stepped back towards the Doctor, her other hand resting on her son's back in his sling.

The woman stared at her, seeming to hesitate, seeming to be fighting with herself before she looked down at the children. Her eyes widened the minutest amount, her mouth actually falling open before being pressed together, lips pursing.

The Professor frowned at that, at the forced blankly cheerful expression the woman was adopting. If she had to guess, the woman was NOT pleased at all to see the children and she didn't know why, "Who are you?"

"I am Missy," the woman gave a small curtsy.

"Missy?" Clara shuffled closer, moving to stand by the Time Lords.

"Mobile Intelligent Systems Interface," she stated, "I am a multi-function, interactive welcome-droid. Helping you to help me to help you."

"You're very er…realistic…" the Doctor began, before holding his hands up quickly as the Professor turned to him, the blaster moving with her, "Daughter!" he shouted quietly, moving his own hand to their daughter's back, "Can't shoot me while I'm holding her!"

"Clara?" the Professor asked.

"Oh no," Clara shook her head, holding up her own hands, "Not helping you kill, Gramps."

"Yes," the Doctor pointed at Clara, "Don't kill me, kill the robot that kissed me."

The Professor glanced over at Missy to see her just standing there, smiling away, an uneasy feeling settling in her gut at how the woman was eyeing them. She lowered her blaster but didn't dare put it away.

"I am fully programmed with social interaction norms appropriate to a range of visitors," Missy began, "Please indicate if you'd like me to adjust my intimacy setting."

"You set them down to the bare minimum," the Professor ordered the woman who gave a short nod, "No one touches my Bonded," she warned, just barely keeping her eyes from narrowing at the flash of irritation that seemed to waver across Missy's face before disappearing.

"Listen, we need to speak to whoever's in charge here," the Doctor stepped next to the Professor.

"I am in charge," Missy gestured at herself.

"Well, who's in charge of you?"

"I'm in charge of me."

"Well, who repairs you? Who…who maintains you?"

"I am programmed for self-repair. I am maintained by my heart," she stepped forward, her hand on the center of her chest, her gaze locked on the Doctor, reaching for his hand…

When the Professor's blaster was back in her face, "Hands off my Bonded," she repeated her warning to Missy.

Missy held up her hands and took a step back.

"Who maintains your heart?" the Professor asked, this time not lowering her blaster.

"My heart is maintained by the Doctor," Missy stated.

"Doctor who?" the Doctor frowned at that, making the Professor roll her eyes.

"Really?" she dropped her blaster arm and looked at the Doctor, "The first joke our children hear, and it has to be that one?"

"It came up first," the Doctor shrugged, "It's not like either of us could ask 'How many Professors does it take to screw in a light bulb?'"

"One," the Professor answered, "Me. I know how to sc…"

"Wrong," he snapped his finger and pointed at her with a small smile, "Zero."

She gave him a look for that, "Not following."

He had a victorious grin at that, at getting one over her, before the grin softened as he looked at her, "Zero, because the other acceptable answer is 'One Doctor,' because I would do anything for you, even something as small as change a light bulb. Anything you ask, I'd do."

"Fatherhood's made you go soft."

"I'm only soft around you. You're…"

"Doctor Chang!" Missy suddenly shouted, startling them out of their moment it seemed a second before Clara herself was about to do the same. The woman didn't even wait for a response from any of them before she turned and walked off.

"Who's there?" a voice called from around a corner before a man stepped past it, tall and slim in a gray suit, his hair slicked back with thin glasses on his nose, "Hello?" he seemed startled to see them.

"Hello," Clara greeted as the Time Lords just nodded.

"So…" the man began slowly, "Hey. Condolences."

"Condolences?"

"It's a mausoleum," he gestured around, "It's our hello. Is there a particular dead person you want to talk to?"

"Yes!" Clara's eyes widened, before she remembered the Professor's words and cleared her throat, trying to seem less anxious and desperate, "Yes, there is."

Chang nodded, opening his arm to gesture to the side, "This way then," he turned to lead them off, Clara moving right after him.

The Doctor looked over at the Professor to see she was staring in the direction Missy had disappeared, "You ok?" he asked, "Wife?" he added when she didn't respond, taking her hand.

The Professor looked at him, "I don't like her."

He chuckled at that, "I could tell," he put a mocking hand over their daughter's ear, "You pulled a b-l-a-s-t-e-r on someone, and around the children!"

She rolled her eyes at that, "They're dead asleep," she looked down at their son, checking on him, "We should try and pester them with names and a trip to River more often if it quiets them down this much."

The Doctor shook his head, squeezing her hand before they started to head after Clara, keeping careful eye on the girl, so focused on her were they that they didn't notice the heads of the skeletons turning to watch them go…

~8~

The 'doctor's office' they'd been led to was…rather…odd, nothing like a doctor's office at all, but, then again, the Doctor's office was a wooden police telephone box that was bigger on the inside than the out. The room they'd entered was rather spacious, though it had one of the water tanks in the middle, quite a big one, with a skeleton in it as well though a freestanding tank compared to the others that seemed to make up a wall of tanks along the hall. There were tables and desks set up, everything in a shade of metal, white and gray, with various bits of tech beeping around them.

"Come in, come in," Chang gestured them in, "Going to need to take a reading off you…"

"A reading?" Clara glanced at him, but the Time Lords were both wandering around the tank, examining it from all angles now that they could.

"Won't hurt," Chang reassured her, flicking a switch to turn on more lights around the room.

"What won't?"

"How does the body keep its integrity?" the Professor called, moving around the side of the tank to look at Chang, "Why isn't it just a bunch of bones floating about?"

"Each body is encased in a support exoskeleton," Chang remarked.

"An invisible exoskeleton?" Clara blinked at that.

Chang grinned, seeming very pleased with the question and being able to answer it, "It's only invisible in the water. There's a specially engineered refraction index in the fluid so we can see the tank resident unimpeded by the support mechanisms."

"So each skeleton is inside something," the Professor assessed, starting to run through ever sort of exoskeleton system she could think of.

"Are you serious?" Clara looked at the water, "X-ray water?"

"It's so cool," Chang smiled, "Look at this…" he turned and picked up a clear bucket that was next to the tank, moving it onto a desk, the trio gathering around him, "We call it dark water," he told them, holding up his arm, showing them his shirt sleeve, even his wrist watch, before turning to plunge his arm into the bucket…the sleeve and watch seeming to vanish, leaving only the flesh of his arm visible, "Only organic matter can be seen through it," he pulled his arm out, completely dry, the sleeve and watch still there, undamaged, "I keep saying they should use this stuff in swimming pools."

"Why?" the Doctor frowned.

"Think about it," Chang grinned lecherously.

"I am thinking about it," the Doctor stated, still seeming confused, "Why?"

The Professor rolled her eyes at him, "Imagine ME in a swimming pool like that."

The Doctor blinked, his eyes widening, "That's…"

"Bad," the Professor told him, "And wrong. And NO, we are NOT taking a sample of the water back to the TARDIS and replacing the pool water with it."

The Doctor sighed at that, mumbling under his breath, "Spoil sport."

' _If you want to see that, Theta,_ ' her voice called in his mind, ' _You don't need Dark Water to do it, just ask._ '

His head snapped to her so quickly Clara gave him an odd look before seeming to realize what had just happened and rolled her eyes, "Look, Dark Water or not, it doesn't matter," she looked at Chang, "3W, what kind of name is that? What does it mean?"

"Well, you know, don't you?" Chang shook his head, "You're here on business or they wouldn't have let you in. Sorry," he blinked, as though realizing something, "Should have checked. Who are you?"

"I thought that you would never ask," the Doctor grinned, pulling the psychic paper out of his pocket and handing it to the man, "Sort out your security and health protocols, they're a disgrace."

"Another government inspection?" the man eyed the paper, "So soon? Why is there all this swearing?"

"Oh," the Doctor plucked the paper back, "I've got a lot of internalized anger."

"And the…babies?" the man eyed the children seemingly strapped to the front of the two of them.

"How else can we give it a pass of safety?" the Professor countered quickly, "If a baby can be brought around, then it's completely harmless and safe, isn't it?"

"I suppose…"

"What does 3W stand for?" the Doctor cut right back to it, not letting the man consider the Professor's words more.

"Well, the three words," Chang stated.

"What three words?" Clara frowned.

Chang gave a little laugh at that, incredulous, "Seriously? You don't know?"

"I'd stop mocking us about not knowing," the Doctor warned, "My wife doesn't like not knowing and, being in charge of safety, she's always armed and has more internalized anger than I do. So if you care to answer our question?"

Chang looked at the Professor quickly for the Doctor's remark, only to see her giving him a very pointed look that yes, he had been telling the truth, and cleared his throat, "It's just…people who don't know, when they hear about this, they can freak out."

"We're not going to freak out," the Professor promised.

"If you've had a recent loss," his gaze flickered to Clara, "This might be…this  _will be_  disturbing…"

"She'll be fine," the Doctor waved off the concern.

"Speak for me again, I'll detach something from you," Clara huffed at the Doctor, before turning to Chang, "I'll be fine," she repeated.

Chang looked between the three of them before sighing, "You know how people are scared of dying? Like, everybody."

The Professor nodded at that, "It's the most fundamental fear in the universe."

"They'd be a lot more scared if they knew what it was really like," Change told them, turning to press a button on the desk to activate a holographic screen, nothing but static and white snow played out of it, "White noise off the telly. We've all heard it. A few years ago, Dr. Skarosa, our founder, did something unexpected. He played that noise through a translation matrix of his own devising. This is a recording of what he heard…" he pressed another button and the static started to fade into what sounded like hundreds, if not thousands of voices speaking.

"Ok," Clara shrugged, not seeing the point, "People, voices."

"So what?" the Doctor agreed.

"It's a mausoleum…" the Professor repeated the words from earlier, "They weren't…LIVE people, were they?"

Chang shook his head, "Over time, Dr. Skarosa became  _convinced_  these were the voices of the recently departed. He believed it was a telepathic communication from the dead."

"Why?" the Doctor snorted, "Was he an idiot?"

"The Library," the Professor reminded him, "Neural relays. Ghosting," she gave him a look, "Same principle."

Chang pointed at her for that, nodding, "He was able to isolate some of the voices, hear what they were saying," he took a breath, turning off the voices for a moment, wanting them to hear what he was saying and hear it very clearly, "What I'm about to play you will change your life and not for the better," he warned, "These are the three words which caused Dr. Skarosa to set up institutes, like this one, all over the world, to protect the dead. If you'd rather not hear these words, there's still time…"

"Can you just hurry up, please," the Doctor cut in with a huff, "Or I'll hit you with my shoe."

"Oi!" the Professor elbowed him lightly, "I believe that's MY trademark, husband."

"Always wanted to try it, wife," he countered.

"Just play it," Clara turned to Chang, almost begging him to play it, knowing if he didn't the Doctor and Professor would start their old people flirty thing again.

Chang looked at them, gauging their seriousness, before sighing, reaching out to press a button on the desk, hesitating only a moment…and then pushing it.

"Don't cremate me!" a voice started to scream out, making Clara jump, "Don't cremate me!"

Chang flinched at the sound, "There is one simple, horrible possibility that has never occurred to anyone throughout human history."

"Don't cremate me. Don't cremate me!"

Clara gasped, shaking her head, "Don't say it…"

"The dead remain conscious," Chang sighed, he quickly turned off the recording, only able to stomach so much of the message, of the screaming and begging, "The dead are  _fully aware_ of everything that is happening to them…"

"Fakery," the Doctor scoffed, "All of it. It's a con, it's a racket!"

"I promise you this is not a con," Chang grew serious, almost offended.

Clara looked around, hearing something odd, "What's that beeping?"

"Never mind about beeping," the Doctor waved it off, "Who cares about beeping? The dead are dead," he argued with Chang, "They're not talking to you out of your television sets. They're just gone and all these poor souls down there in these tanks, I'm sorry, but they're just dead and they're not coming back."

"Clara?"

Clara gasped as a voice rang out through the room, Danny Pink's, calling for her.

"Clara? Clara, are you there?!"

"Danny!" Clara's hands flew to her mouth, covering them, before she looked around, "I can hear you!" she shouted out, "Is that you? Oh, please, say it's you…"

"Just lost the signal," Chang called, having moved to his desk's holographic screen, trying to check the connection, "But I can track it back, I'm pretty sure…"

"I don't…" Clara shook her head, looking at the Time Lords who seemed very startled, "I don't understand. What is happening?"

"Clara…" the Professor began to shake her head.

"We've been scanning you telepathically since you came in," Chang answered, "You said you wanted to speak to someone who'd passed, and we've found you a match in the Nethersphere."

"The what?" the Professor turned to him.

"Forget the what," the Doctor glared at Chang, "This isn't possible. The dead don't come back."

"It was him," Clara argued, "It was his voice!"

"If they scanned you telepathically, they could've lifted a voice print," the Professor offered as a consideration, "It could still be a fake. One of our enemies lifted and entire memory from a companion once and created a trap for us. It CAN be done Clara."

"Getting him back, very nearly!" Chang called, before cheering as a bit of static filled the room.

"Clara, can you hear me?" and Danny's voice rose out of it.

"Yes, Danny, I can hear you," Clara turned to the desk, to the holographic screen, unable to see him but she could hear him, "Can you hear me?"

"Yeah, yeah, I can hear you. Clara! Oh, God. Clara"

Clara looked up at the Time Lords, her eyes begging them, "What do I do?"

"Who are you talking to?"

"Hang on just a moment," Clara told Danny, turning to the Time Lords fully, both of them looking very unsure and even a bit angry, but not at her, more at Chang. She knew that expression, they truly felt that this was a trick, an elaborate ruse, and that they were using Danny's memory against her, against them all.

"Question him," the Professor sighed, "Ask him questions only he'd know the answer to. And find out, be very sure, that it IS him."

"You," the Doctor pointed at Chang, "With us," he jerked his thumb at a set of open doors.

"Where are you going?" Clara frowned, looking between the Time Lords.

"We've got to check out those tanks," the Doctor told her.

"There's something that we're missing," the Professor agreed, "And we can't risk that."

"But…the both of you?"

She didn't think she could handle speaking to Danny alone without one of them there to keep her sane and calm.

But all she needed was to see them glancing at each other, not just at each other, but at the precious bundles sleeping in front of them to understand why neither could stay. The Time Lords, especially after what she'd done before, would not be separated from their children. If one left with one child, the other would follow with the other. They wouldn't dare leave the children with her, alone. It was more than them not trusting her, because she wouldn't blame them if they didn't, she really wouldn't, but that they didn't trust anyone but each other with their children. She'd seen new-parents like that, it took months before they could feel comfortable leaving their child with someone else, even family. They couldn't leave or be separated from their babies, so they were both going.

"Of course," she nodded, speaking quietly, "The both of you."

"Clara?" Danny called.

Clara flinched at the sound of his voice.

"Skeptical and critical, remember?" the Doctor told her, reaching out to take her hand in a rare display of grandpaternal concern, "Be strong, even if it breaks your heart," he gave her a meaningful look before turning to the Professor and nodding, the two of them heading for the doors.

"Connection's stabilized," Chang told Clara, "It should be ok," before turning to hurry after the Time Lords, not about to let them wander the facility alone and poke at things.

"Who would harvest dead bodies?" the Doctor murmured, in thought.

"The Shansheeth," the Professor began to list, "The Daleks, the Gelth, the…"

"A lot," the Doctor cut in lightly, "But WHICH one here?" he sighed, "I feel like I'm missing something obvious," he added, looking at the Professor as the doors closed, the logo set up on them like windows, two large circles with a smaller circle near what would be the corner, almost looking like eyes…or so the Time Lords would have thought had they been looking and not turned their back on them to walk into the Gallery once more.

The trio didn't get far, however, when the Professor stopped dead in the middle of the hall, staring at the tanks. The skeletons, all of them, they had been sitting moments ago…they were now standing, moving.

"Oh, my God!" even Chang seemed shocked by that, "The tanks The tanks are activating! They're not supposed to do that!"

"And all your dead people are standing," the Doctor frowned, moving closer to the Professor, "Don't you think you skipped the headline?"

"Now, now, children," Missy's voice called as she sauntered out of the shadows to stand before them, "Naughty, naughty."

"Dr. Chang, your welcome droid has developed a fault," the Doctor stated, frowning at the woman, on edge, feeling the Professor tensing beside him.

Chang frowned at that, utterly confused by the statement, "That's not a droid. That's my boss."

"You know," Missy sighed, "I  _might_  have been guilty of a just teensy little fibette. Dr. Chang, I really liked working with you. I've enjoyed every day of it."

"I'm sorry?" Chang took a step back, sensing something more in her words.

The Time Lords looked at each other for that, trying to slowly move to the side and back as well. The Professor was silently cursing herself for not having noticed that the woman wasn't a droid. She'd examined the woman visibly before, every time she looked, the woman hadn't been breathing which was usually one of the strongest indicators of a droid, they didn't breathe. She realized now Missy could have easily been holding her breath. Her mind was sharper than it had been during her pregnancy, but it was still lagging behind at times, more distracted by each little shift of her son or sigh of her daughter, but getting better…still…not quite as up to par as it should be.

"You know, I've even got a little photograph of you looking so sweet," Missy continued, just smiling away, "I'm always going to keep it. Always!"

"Are you going to kill me?" Chang swallowed hard.

"Now, come on," Missy scoffed, putting her hands on her hips, "Let's not dwell on horrid things. This is going to be our last conversation, and I'm the one who's going to have to live with that."

"Please don't kill me!"

"Say something nice," the woman smirked.

"Please, please. I don't, I don't want to die. You're…" he stumbled back, his eyes wide, "You're going to kill me, aren't you?"

"Say something nice," she repeated.

"Please!"

"Dr. Chang, I've got all day," she told him, sounding very much like a chastising mother, "And I'm not going to kill you until you say something nice."

Chang took a deep breath, trying to straighten his spine, stay strong and proud as he faced a woman he knew was very likely truly going to kill him, "It has been an absolute pleasure working with you, and I truly believe that you'll never be able to find it in your heart to murder m…"

Before he could even finish, Missy pulled out a small device from her pocket and fired it at the man, disintegrating him without a second thought.

The Professor had her blaster out and aimed at Missy before the woman even turned to face them.

Missy just smirked as she saw that though, "I'll be with you two in a moment," her gaze flickered down, "And your precious wee ones," she taunted, laughing with delight at how their expressions darkened at her threat, seeming very happy that they were reacting so, "Just feeling a bit emotional at the moment."

' _Kata…_ ' the Doctor's voice called in the Professor's mind, pulling her gaze away from where it was locked on Missy to him, only to see him looking straight ahead, at the skeletons, his eyes wide and filling with fear.

She turned, just barely keeping her gasp in when she saw what he had. The water in the tanks was draining and quickly, revealing the exoskeletons that Chang had mentioned. Only they weren't exoskeletons at all, not really…they were Cyber-suits, all the skeletons were inside  _Cybermen_!

"Cybers," the Professor breathed, "They're Cybermen, all of them."

"We've got to stop them getting out," the Doctor looked around for an exit, trusting the Professor to keep a lookout just for the moment. They needed away out, a way to the TARDIS, they had to get their children away from this and then they could start to worry about the humans and stopping the likely invasion from happening.

"Now who's missing the headline?" Missy taunted, "The Nethersphere," she held up a device and clicked it, creating a holographic image of a globe, smiling at it in thought, "You know, it's ever so funny, the people that live inside that think they've gone to heaven, when it's really…"

"A matrix data-slice," the Professor frowned at it, almost lowering her blaster arm in shock of seeing it, because it was, "A Gallifreyan hard drive," she looked at Missy, raising her blaster more, " _Time Lord_  technology."

"You would notice," Missy muttered, pouting as though the Professor had stolen her thunder, before smiling again, "Imagine you could upload dying minds to that. Edit them. Rearrange them. Get rid of all those boring emotions. Ready to be redownloaded. Meanwhile, you upgrade the bodies. Upload the mind, upgrade the body. Cybermen from cyberspace. Now, why has no one ever thought of that before?"

"How did you get hold of Time Lord technology?" the Doctor demanded of the woman, "Who are you?!"

Missy frowned at that, actually seeming sad that he was asking that, "You  _know_  who I am. I told you," she looked between them, "I'm sure she had to have heard it with her super hearing," she rolled her eyes, gesturing at the Professor.

"Two hearts," she murmured, she'd heard it very faintly when Missy had been close, but she'd thought it was just her son, that she was hearing his hearts beating, she could, she COULD hear his hearts, it was the only thing helping to keep her calm at the moment, her children were alive, in their arms and they were protected.

"And both of them yours Doctor," Missy looked at the Doctor with a light grin.

The Doctor just stepped closer to the Professor, "And both of mine are hers," he told the woman flat out, nodding to the Professor, resting a hand on her back in reassurance.

Missy seemed almost offended by his words, and the Professor could feel it, the Doctor had not the slightest idea why the woman was so cross that he was so near to HER.

This woman…the only woman that would react like that, that had a right to react like that, might…MIGHT…be Mayra. But she was the Doctor's ex-wife, they had separated, divorced on Gallifrey, and Mayra wouldn't care at all what the Doctor did afterwards, so there really was absolutely no one they could think of that would react like that to their closeness. The Professor had seen it before, the woman's expression when the Doctor called her wife, when she called him her Bonded, when they mentioned the children or said something sweet…the woman looked angry and resentful.

But WHY?

"You're a Time Lord?" the Doctor could only gape at Missy, they hadn't sensed anything from her. But, then again, there had been ways to block that particular sensation in the past, the Krillitanes had managed it, the Master had, other Time Lords had as well…

"Time Lady, please," Missy rolled her eyes, linking her hands primly before her, "I'm old-fashioned."

"Which Time Lady?" the Professor demanded, her blaster clutched tighter, the only one she could think of, that could be mad enough to make something like this, was the Rani…

But the next words Missy said made it hard for them to think it might be her, "The one you abandoned, Doctor," Missy nearly spat, "The one you left for dead. Didn't you ever think I'd find my way back?"

That word, dead, the reminder of death and why they were here, was all that they needed to spark the Time Lords into action once more, "Clara!" the Professor gasped.

"Clara!" the Doctor agreed, turning and pulling out his sonic, "We've got to get Clara…" he agreed, turning to the door behind them to unlock it, knowing that they just had to get away from Missy and they'd be able to work out a way to get around the facility and back to Clara.

"Oh, Clara, Clara, Clara!" Missy rolled her eyes, "You know I should shoot you in a jealous rage…"

"Don't you dare," the Professor glared, moving to step in the woman's eye line of the Doctor, her blaster powering up.

"Should we duel?" Missy wondered, tilting her head at the Professor, "Have a draw at dawn? Now, wouldn't that be sexy," she smirked, only to tilt to the side to observe the Doctor struggling with the door, "I've turned the lift off, though."

The Doctor glowered at that, realizing the doors were for the lift and turned around, "I presume you have stairs," he shifted to the side, to the nearest door, knowing that the stairs were often close to the lifts.

"Well, I'm not a Dalek," Missy reasoned.

"Doctor," the Professor reached behind her, hearing a click, and he took her hand, tugging her back with him, letting her keep Missy in sight until she was through the door, the Doctor slamming it shut before they turned to hurry down the stairs.

The Doctor shoved a door on the next level open, expecting to find another hall that they could use to backtrack…and was sufficiently stunned to see they were standing on the steps outside the doors of St. Paul's Cathedral, in the middle of the day, on EARTH.

"What?" the Professor breathed, looking around, equally as startled to see it was a normal day. There were people milling about, buses running, church bells tolling in the distance, a clear blue sky with only faint wisps of white clouds, nothing out of the ordinary…

Save Missy who followed them out, "Oh, dear," she mused, making the Time Lords turn to face her, the Doctor holding the Professor's blaster arm in his hand, "Didn't you realize where you were?" she clicked her tongue in a tsk, "I expected better from you, Professor."

The Doctor sent a glare at Missy, only for his eyes to widen as he saw the Cybermen starting to follow her out of the dark doorway behind her. He turned and ushered the Professor down the stairs, him right behind her, guarding her back as they hurried, reaching the ground and shouting at the humans.

"Get away from here!" the Professor cried, "All of you, run!"

"Go!" the Doctor ordered, glancing back at the Cybers that were marching out of the Cathedral and down the stairs, heading for the humans like an endless line of metal soldiers, "Go! Get away from here! Run away! Run, run!"

"Get away from here all of you, now!"

"I'm sorry, everyone," Missy laughed as she nearly skipped over to them, the humans just giving the Doctor and Professor an odd look, as though they'd gone mad, "Another ranting Scotsman in the street. I had no idea there was a match on."

"Get away!" the Doctor nearly snarled at Missy.

"Go!" the Professor pleaded with the humans.

"Stop shouting, love," Missy taunted, "Stop making a fuss," before she grew serious, slowly walking towards the Time Lords, circling them with a feral grin, "It's too late. All the graves of planet Earth are about to give birth. You know the key strategic weakness of the human race? The dead outnumber the living."

"Who  _are_  you?" the Professor demanded with a glare, she just…she needed to know. If it was Rani, she knew how to handle her, if it was Romana somehow gone mental she could deal with that, if it was…even though it was beyond even her belief…Mayra she could do something about it. But she needed to know how to go about it, she needed to know which Time Lady it was.

"Oh, you know who I am," Missy rolled her eyes, growing more playful again, "I'm Missy!"

"Who's Missy?" the Doctor stepped closer to his wife, seeking her hand though his attention was on Missy.

Missy, however, seemed to see the motion and frowned, giving them an exasperated look, "Please, try to keep up," she taunted, "Missy. Short for Mistress," she laughed, seeing a spark of realization dawning in the Professor's eyes even when the Doctor still looked confused, that DID appear to be their normal expressions, always had been, "Well, I couldn't very well keep calling myself 'the Master,' now could I?" she finished, laughing wildly as the Doctor took a horrified step back.

She couldn't help but spin in a circle as she grinned, watching the Doctor and Professor look around, the Cybermen marching closer, the humans ignoring their shouts to leave, their companion trapped inside the Mausoleum, and their greatest threat now back and ready to rain chaos down upon the earth.

Oh, this was going to be so much fun!

To be continued…

* * *

**Notes for the Chapter:**

> I hope you enjoyed this chapter :) I sort of wanted to open with a reason for why the Time Lords weren't around in time to save Danny, they were off visiting River to talk about their children and then, just a bit after speaking to Clara, for her, Danny happened :(
> 
> I can say I have a lot for the next chapter that'll clear up Missy/the Master's reactions and actions here...and quite a bit of a laugh from the Professor. She DID make a promise once about what she'd do if she ever saw the Master again ;)


	12. Death in Heaven

The Doctor and Professor stared around them in horror as the Cybermen came to a rest throughout the square, surrounding them, putting all the unknowing humans in danger…putting their CHILDREN in danger! The only consolation they could see was that their twins were still very much asleep, having cried themselves out from their debate about names and a fun meeting with River. That was the only good point in the entire situation was that their children might sleep through it. They were going to have to rework their thoughts on how to keep the children safe when things like this happened. They didn't want to leave the children in the TARDIS every single time they stepped out of it, but equally they didn't want to put their children in danger, not like this.

"You're the Master?" the Professor looked over at the woman who was grinning ear to ear, standing proudly with her hands on her hips before the Cybers.

"What, slowing down, Professor?" Missy taunted.

The Professor's expression just hardened, whipping out her blaster from her jacket to point it at the woman again, Missy still looking unconcerned as it was aimed between her eyes and started to power up.

"No!" the Doctor lunged forward, pulled out of his shock to grab his wife's hand and throw her arm into the air as she truly fired the gun, THAT did seem to startle Missy that the woman had actually been ready and willing to shoot her dead, "Professor!"

"I warned you," she looked at the Doctor, "I TOLD you what I was going to do the next time I saw him," she struggled with him, trying to move her arm without jostling their children too much, "I told you I was going to shoot him before he could kill me again. I am NOT dying again!"

"You're not going to die at all," the Doctor promised, "Never again, I won't allow it. No one is harming you or our children, not ever, not while I'm alive. Now put the blaster down!"

"No!" she continued to struggle, "Just…let me…"

"You are not killing someone in front of your children," the Doctor huffed, managing to pry the blaster out of her hand, quickly putting it in his never-ending pockets and stepping back, "You're not killing anyone with our son strapped to your front."

"Then I will trade you him for my blaster," she said, dead serious.

"You're not killing him…er, her…" he shook his head, glancing at Missy, actually considering how truly confusing that was to switch genders like that. He was actually hoping that never happened to him or the Professor, as natural as it was…it would be rather odd to look at his children and be able to breast feed or for the Professor to try and explain how she gave birth to them as a man…

"Ooh thanks love," Missy laughed at the Professor shooting her a glare, "Glad to know you care so much."

"I don't," the Doctor said, making Missy pout, "You killed my Bonded, twice, I'd be more than happy to give her her blaster back and step aside with popcorn watching her take you down if it wasn't for our son."

"Yes, you always did pick her," Missy sneered at the Professor, irritation heavy in her voice, "From the moment you met her it went from the Doctor and the Master to the Doctor and the Professor and all that mooning!" she huffed, crossing her arms, "If I hadn't sworn to see her miserable I would have pushed you two together myself!"

"Well that makes sense," the Professor grumbled, "I always thought you had a vendetta against me in school."

"You stole MY best mate!" Missy huffed, actually stomping her foot at that petulantly, "And then Bonded to him and married him and now those little monstrosities," she sneered at the children, she didn't care, she really didn't that the Doctor had gotten married and had children…she just hated that it was the Professor he'd done it with, the woman had taken EVERYTHING from her, more importantly the Doctor, and those little babes were just more proof that her best friend would never be so again, he'd always be the Professor's, HER Bonded and HER husband and father to HER children and it was a betrayal! It was the ultimate betrayal, that he'd turn his back on his best friend just for some pretty face, "Still…" she smirked suddenly, putting them on edge, "Suppose I should thank the wee one then…" she took a single step towards them, but the Doctor pulled the Professor back behind him, and for once he wasn't sure whose protection it was for.

"Take another step towards her," the Doctor threatened, "And I'll use her blaster myself."

Missy rolled her eyes at his dramatics, knowing he'd never actually do it, rivals, enemies, archenemies, whatever they were, they HAD been friends first, as close as brothers, and that would always be his downfall in the end, sentiment, "Fine.  _I_  won't then," she laughed, "Ooh but my boys…" she looked around at the Cybers, proud, even more so when the humans didn't even seem to realize the danger of them, just walking up and past the Cybers, taking pictures of them as though they were some sort of publicity stunt. She laughed to herself and pulled her flat hat off her head, tossing it onto the ground upside down, "Photos with the big metal men!" she began to shout, making the Doctor and Professor look over at her, "One pound," she seemed rather impressed with the several pound notes that were tossed into the hat almost instantly, "Oh, honey!" she looked up at the humans, observing the selfies being taken with the Cybers, the group photos, "Ooh!" she held up a finger as though something had struck her and pulled a small hand held device from her pocket, not even bothering to saunter over to the other Time Lords, just turning it around to show them a small monitor in it, flicking through the images to various live feeds from around the world, "New York. Paris. Rome. Marrakesh. Brisbane. Glasgow. Everywhere," she grinned at the images of the Cybers standing around in focal points, the humans gathering nearer to them with every passing minute, "Anywhere. Me and my boys. We're going viral!"

"Hello," a voice called from the side and the Professor blinked, seeing the young girl they'd met when the Zygons had tried to invade, Kate's assistant, rushing over to them, having forgone the scarf she'd been wearing last time in favor of a button up shirt and a bowtie, still with her thick glasses though, "Would you like me to take a picture? Sorry, selfies are never as good, are they? And you're having a lovely moment. Hang on!" she reached out and quickly grabbed the device right out of Missy's hand, the Professor and Doctor reaching out to grab the woman's arms as she tried to step towards the girl and take it back.

"Nice bow tie," the Doctor commented to the girl.

She smiled, "Bow ties are cool," she said simply, a meaningful look in her eyes, "Big smiles," she held up the handheld device, "And…now!" she quickly moved back as every single human in the area whipped out guns and weapons from their pockets and jackets and packs and purses, even more UNIT soldiers rushing out from the buildings and alleyways to surround the Cybers.

"Move, move, move!" the orders were shouted, "Stand by. Surround target. Hold back!"

"I DID think they were a bit too calm," the Professor murmured to the Doctor as they realized it truly was every single human that had pulled a weapon, "After the last few times the Cybers got involved on Earth, they would have been running away screaming."

The Doctor had to nod at that, even after the Torchwood Ghost shift they would have, what with the metal men trying to kidnap children and invade the homes of the people, no one would trust a Cyber or want to get that close to take a selfie, "Clever ruse, Kate," he called, seeing the blonde scientific head of UNIT heading for them, her arms behind her back and a wide grin on her face at his praise.

"Afternoon," she greeted, moving to stand before Missy, "You've picked a lovely day for it. My, don't you look shiny," she smirked at the Doctor and Professor, "Trying to set a new fashion trend?" her gaze flickered to the babies strapped to their fronts, noting to put that in the files about them.

"We just might," the Professor joked, "And, as the Fashion Police…" she nodded to Missy pointedly, making Missy roll her eyes at the slight against her wardrobe.

"The woman," Kate agreed, giving her soldiers a signal.

"Yes, ma'am," one of the men saluted, before stepping over to the Time Lords with another man, each grabbing Missy's arm and stepping away with her to the side.

Kate nodded at that and looked at the Professor, "Would you?" she politely gestured around at the gathered Cybermen.

"Oh, no, please, go on," the Professor returned the gesture back to Kate.

"Kate Stewart," she introduced, speaking to the gathered metal men, "Divorcee, mother of two, keen gardener, outstanding bridge player. Also Chief Scientific Officer, Unified Intelligence Taskforce, who currently have you surrounded."

"Human weaponry is not effective against Cyber technology," one of the Cybers declared.

"Sorry, you left this behind on one of your previous attempts," and with that, she threw the object she'd been carrying behind her back to the ground at the Cyber's feet…an old-fashioned Cyberman head, giving the Professor an inquiring look.

"Couldn't have done it better myself," she nodded her approval, carefully elbowing the Doctor in the ribs when he scoffed at that remark, all too aware she HAD done better on more than a few occasions.

"So," Kate clapped, focusing back on the Cybers before her, "Now that I have your attention, welcome to the only planet in the universe where we get to say this," she nodded at the Doctor, "He's on the payroll."

"Am I?" the Doctor asked, amused.

"You still haven't handed in your resignation," the Professor agreed.

"How much?" he looked at Kate.

The woman just smirked, playing along, "Shush," she turned to the Cybers, moving her hands behind her back once more, "Any questions?"

Instead of answering, the Cybermen merely moved in unison, curling their hands into a fist and slamming them against the circular disc in the middle of their chests, stomping their feet on the ground to activate the rockets in their boots, making Missy smile.

"Back, back, everyone, back!" one of the soldiers called as the Cybers began to rise in the air, shooting up into the clouds, out of sight, before the humans could move.

"Oh my god!" Kate's assistant gasped, making them turn to her to see she wasn't looking at the sky, but at the dome of Saint Paul's which was now peeling back and opening like a satellite dish, "Is it supposed to do that? Is that new?"

"No," the Professor answered, "And yes."

"There's going to be mass panic," Kate looked at the Time Lords, "Everyone in London can see that!" they might have been able to close down the area they were in, but that dome was visible from farther away than they could secure this much.

"And that as well," the Professor grew serious as Cybermen began to jet out of the open dome as well.

"Hush, I'm trying to count," the Doctor murmured, squinting at the Cybers shooting up to the clouds.

"87, I think," Kate's assistant offered, shrugging when they looked at her, "OCD."

"91," the Professor corrected when Missy opened her mouth to do the same, earning a glare from the woman, "Academic," she added with a pointed look at Missy, as though telling the woman that, for how much her old incarnations had tried to appear smart, the Master had never been accepted into the Academic Program.

"How could Saint Paul's be full of 91 Cybermen and nobody noticed?" Kate shook her head.

"Dimensional engineering. One space folded inside another."

"Bigger on the inside," the Doctor nodded, "Easy if you're a Time Lord," he shot Missy a look as the woman just smirked.

"Mostly deploying south," the Professor observed, "A smaller number east. And one straight up."

"So 91 isn't a coincidence?" Kate's assistant inquired.

"Of course it isn't," the Doctor scoffed, turning to take the small handheld device from the girl.

"Professor?" Kate turned to the woman, "91?"

"91 areas of significant population density in the British Isles," the Professor stated, starting to sway absently, feeling her son starting to stir against her and glancing at the boy's sister to see her starting to squirm against the Doctor's chest. That was one thing about their children, what one did the other was often near doing as well. She had to smile as the Doctor brought his hand down to rub the girl's back, "Which means one Cyberman for every city and major town. It's happening everywhere, Kate, all over the world, right now."

And that was never a good thing, ever.

"Sweet planet, this," Missy sighed, "I think I might keep it."

Kate ignored her, focusing on the other Time Lords, "One Cyberman per city. What could they hope to accomplish?"

"Look!" Kate's assistant called, pointing into the air, at the lone Cyber that had flown straight into the air as it self-destructed.

"Has it exploded?"

"More than that," Missy laughed, "Cybermen don't just blow themselves up for no good reason, dear. They're not human."

"If it's not exploding, what's it doing?" the Doctor turned to frown at Missy.

"Pollinating," she grinned dangerously, "Falling like rain into the cracks of the Earth. The dead are coming home, Doctor. All shiny and new. In 24 hours the human race as you know it will cease to exist."

"What are you doing?" he demanded, wanting badly to stalk over to the woman, only the child moving against him prevented him from getting that close, "Explain. Tell us now!"

Before the woman could even retort, one of the UNIT soldiers fired a small dart at her neck, making her stumble and collapse to her knees, "Oh! That was nice. Must do it again…" and slump into the arms of the men that had restrained her, unconscious.

"Aspirin?" the Professor glanced at Kate.

"No," she shook her head, "Mild sedative."

"Good," the Professor nodded, "If anyone's going to be injecting her with aspirin, I'll be me."

"No one's doing anything to her," the Doctor rolled his eyes, "We needed to talk to her. We need her awake!"

Kate looked over at the Professor a moment, the woman hesitating a moment before nodding, "Give me her," she stepped over to him, taking their daughter out of the papoose, "Your shouting is waking her up," she muttered, carefully cradling the girl to her opposite side a moment, swaying more, turning to Kate, "Would you like to hold her?"

"Oh…I um…" but Kate didn't get a moment to really answer as the Professor carefully deposited the girl in Kate's arms and turned abck to the Doctor.

"You didn't take her out because she was fussing, did you?" he sighed.

"Fraid not," the Professor shook her head.

"Well go on then," he waved her on, knowing there was something else she wanted to do that she didn't want their daughter near.

"Sorry," she apologized, before quickly reaching out and chopping him at the junction of his neck and shoulder, sending him crashing to the ground in a heap. She sighed and shook her head, turning to Kate, "I'd rather not have to do that again, so wherever you want to take him that you don't want him kicking up a fuss the whole way there for, you ought to take him there now."

Kate nodded in understanding, gesturing to two other soldiers to go and heft the Doctor up, "I didn't expect you to do that," she murmured to the Time Lady.

"I don't like doing it, but I wasn't about to let you inject him with something I haven't been privy to the components of," she warned Kate with a meaningful look, "I do have to admit…" she flexed her hand, looking at it, "It DID make me feel a bit more normal though."

Kate glanced around, before looking at her assistant, nodding at the baby in her arms questioningly, "May I?"

"Carefully," she told Kate, who nodded and passed the baby girl to her assistant, the girl immediately cooing at the little baby.

Kate quickly pulled out her mobile and held it to her ear, "The first protocol is implemented," she reported, "We're good to go…"

"Kate," the Professor called, making her look at her a moment, "Whoever that is, tell them to guard the graveyards."

Kate nodded and did just that, turning to lead them off as the Professor walked right beside the woman holding her daughter.

"Guard the graveyards?" the girl frowned.

"'The dead are coming home,''" she repeated what Missy had said, "Where do you humans put most of your dead?" she glanced at the girl who nodded.

Whatever Missy was planning…it had something to do with a graveyard.

~8~

The Professor stood before the Doctor in an aircraft hanger, lightly stroking his cheek as he laid across two large crates off to the side, her eyes on the TARDIS as it was lifted into the air by a handful of men trying to get it into a jet. She was sitting on the edge of the crates, holding his hand in one hand, trying to lightly wake him with the other. She smiled slightly when she heard him groan and move to press one of his hands to his shoulder, "You need to stop doing that," he muttered.

She let out a light chuckle at that, "You need to stop getting so worked up about things," she countered, "If you'd just let Kate explain their plan instead of starting to rant about the Master…Missy…I wouldn't have had to knock you out."

He sighed and squeezed the hand holding his, using it to help leverage himself up to sit, looking around at the jet and the hanger they were in, the UNIT personnel rushing about, "And what IS the plan?"

"According to Kate," she began, "In the event of an alien incursion on this scale, protocols are in place that our cooperation is to be ensured at all costs. You have to admit, you do have a bit of an unreliability theme going."

"Only with the humans," he countered, "I'm never unreliable with you."

She smiled, "For which I'm glad," she remarked, "But we're to be brought here, to their command area, to help them deal with the invasion, whatever it may be."

He scoffed at that, "Brought here," he muttered, "Does she think her father would've listened to that?"

"I'm fairly certain he wrote those protocols," the Professor informed him, amused.

The Doctor's eyes followed Missy as she was wheeled past them, towards the cargo bay of the jet, strapped up to a box trolley, her head dangling down, still unconscious from whatever the humans had given her.

"She'll live," the Professor told him, "Kate gave me the reading of the substance, non-leathal. To Time Lords at least. Though we DO have to speak of that little kiss she gave you."

"Must we?" he groaned, rubbing his hand down his face.

"She kissed you."

"And I hated it."

"Someone who isn't me, kissed you."

"So you should make up for that," he glanced at her, "Come on, give us a peck," he tapped his cheek.

She rolled her eyes at him, " _The Master_  kissed you," she started to smirk at that, "I always DID wonder if there was something more going on than…"

"No," he grimaced, not at the thought of a relationship like that, but at it being the Master, he was very much in love with his wife, his Bonded, and any thought of anyone, man or woman kissing him or feeling that sort of feeling for him…it didn't sit right with him.

"And yet you didn't let me kill her, twice," the Professor reminded him.

"Because he was the only one with the information on what was going on," he countered, "Any other time, when this is all over, go ahead," he waved his hand.

He knew he shouldn't say that, that the Master (or Missy) was the last of their kind with them, that they should protect each other. But he couldn't get past the fact that the last two times he'd met the Master, his wife had died for it. That would never ever sit well with him and never be something he could ever forgive or forget. He would not force her to look into the eyes of her tormenter and know that he was walking away, free, somewhere instead of being dealt the just punishments for going though with his various plans and breaking so many of Gallifrey's laws. He just…he hadn't wanted the children to…

"Where are the children?" he turned to her suddenly, realizing that his papoose and her sling were gone as were the children.

"In the TARDIS," she reassured him quickly, gesturing to the box, "I don't want them anywhere near Missy or the Cybers till we have this resolved. Mother will keep them safe and we can check on them any time we want."

"Good, good," he nodded, now that they knew what they were facing, he didn't want them anywhere near the insane Time Lord/Lady either, "And Clara?"

"I've requested Kate send a team to extract her from Saint Paul's," she helped him off the crate, "The moment she's found, they're to bring her here."

"Right," he nodded again, squeezing her hand once more, looking at the jet, "Shall we see what the humans are up to then?" he turned his arm so it was extended to her instead of his hand, allowing her to take it as they walked to the jet, moving up the steps as the UNIT soldiers saluted them, making the Doctor roll his eyes even as the Professor gave them small salutes in return.

The main room of the jet was almost office-like in design. It had a long conference table in the middle, carpet, chairs on either side of it, with monitors on the wall…and a rather large portrait of the Brigadier in the other end of the small room, hanging on a wall with a few lights around it and flowers.

"Where are we going?" the Doctor asked as they looked around at it, seeing Kate's assistant and another man of Indian descent in the back, "Cloudbase?"

"You mean the _Valiant_?" Kate called, stepping into the room after them.

"Cloudbase was Thunderbirds," her assistant remarked.

"Too conspicuous," Kate agreed, "We need your location concealed, not advertised. And…we didn't think that you or the Professor would appreciate being back on the ship after the events that occurred last time."

"You're right," the Professor smiled at her, "Thank you Kate."

Kate nodded, "From now on you're moving targets."

"We see you're bringing Daddy along, too," the Doctor nodded at the portrait, "That's very sweet."

"Oh you wish our daughter will be like that when she's old enough to travel on her own," the Professor nudged him.

"Which will be never," he determined, "She's too young!"

"Even if our son goes with her?"

He scoffed, "As though you'd let your little boy go running off anywhere."

"True," she murmured, "If he's anything like you, best not to let him out of my sight for fear of all the trouble he'll get into."

"Ha ha," the Doctor muttered dryly.

"And this is Colonel Ahmed," Kate introduced, knowing how the two of them could get if no one stopped them talking to each other and the situation was really very dire at the moment.

"Sir!" the Indian man gave a prim salute, "Ma'am!"

"Colonel," the Professor saluted back.

"Oh, don't do that," the Doctor waved him off at the same time, "You look like you're self-concussing, which would explain all of military history, now I think about it."

"Privileged to meet you," the man's tone was a little less respectful than it had originally been upon salute.

"Love your outfit, Colonel Ahmed," he eyed the man's rather traditional military garb, "Are you in the Scouts? Are you a Man Scout? I didn't know they had those…"

"Ignore him," the Professor muttered, walking away to a small sideboard with some refreshments, "He gets like this when he hasn't had a good cuppa in a few hours," and began busying herself with making him one to drink, the Doctor moving to her side, sliding his arm around her as he watched her work.

"It was Captain Scarlet," Ahmed added after a moment.

"Sorry?" Kate's assistant frowned.

"Not Thunderbirds."

"Oh God, so it was!"

"My confidence is growing every minute," the Doctor mumbled to the Professor, overhearing them.

"Well, we're here," she remarked, just as quietly, "So it should."

"The President is onboard," Kate's voice drifted over to them, making the Doctor look at her in curiosity.

"The President?" he scoffed, "We don't want Americans bobbing around the place. They'll only start praying!"

"Not the President of America, sir," Ahmed corrected lightly, "The President of Earth."

The Doctor took the cup that the Professor offered him and a small bowl of sugar cubes, moving to sit at the head of the table and lump them into his coffee while the Professor made her own drink, two of them now that she could have caffeine again, "There isn't one."

"There is now."

"The incursion protocols have been agreed internationally," Kate told him, "In the event of full-scale invasion, an Earth President is inducted immediately, with complete authority over every nation state. There was only one practical candidate."

The Doctor rolled his eyes at that, "That's your answer for everything, isn't it? Vote for an idiot."

The Professor snorted, "I find that very insulting," she told him, turning to lean against the small sideboard, smirking at him over her cup, "And you're in my seat."

He blinked a moment, before starting to smile, "Madame President?"

She have him an over dramatic nod of the head, "At your service."

He laughed at that, "Finally, they do something clever," he stood up and gave an equally over dramatic gesture to the head chair for her to sit, laughing when she sat down primly on it.

Kate shook her head at them, explaining what she had to the Professor earlier to the Doctor, "So long as you're on this plane, the Professor is the Commander in Chief of every army on Earth. Every world leader is currently awaiting her instructions. She is the Chief Executive Officer of the human race. Any questions?"

"Yes," the Professor turned to her husband, "Mr. Vice-President?"

He chuckled at that, "At your service," he leaned in to kiss the top of her head, "Already know you'll be a better President than I was."

"Well, I didn't accidently assassinate someone to get the job," she muttered jokingly, "That's already a step up."

"Oh bring THAT up," he muttered.

"This is your captain speaking," a voice came over the speakers, cutting into whatever the Professor might have retorted with, "Please prepare for take-off!"

~8~

The Doctor and Professor stood before Missy, both looking remarkably similar with their dark clothing and crossed arms and hard expressions, or at least that was what Kate's assistant thought as she observed them out the corner of her eye from where she was working in the cargo hold where the TARDIS was also being kept, sitting at a small desk with some equipment set up. Two guards were behind Missy, their weapons ready should they be needed. Yet it was the Time Lord that were truly the more intimidating.

"Why are you still alive?" the Professor asked the moment Missy began to come around and blink at them, standing tied to the box dolley, her arms behind her, handcuffed.

"The Doctor saved me," Missy smirked, trying to bait her.

" _We_  saved Gallifrey," the Doctor defended.

"Yes, Gallifrey too, I suppose," she rolled her eyes, "There's always collateral damage with you and me. It's our Paris," she smiled, before sending a vicious smirk at the Professor, "Unless we're talking about you during the War, then…" she let out a low whistle at the damage she'd managed to inflict with the other Academics.

The smirk soon fell though when the Doctor took a small step towards the Professor, feeling a flash of emotion at what Missy had brought up. She wasn't as emotional as she had been during her pregnancy at the mention of the War and what she'd been, but she was still very much against thinking about it.

"Gallifrey's lost in another dimension," he stated.

"Yes and no."

"Meaning?" the Professor shook her head.

Missy let out a little huff, "Yes, it's in another dimension. No, it's not lost."

"You know where it is?" the Doctor eyed her.

"Yep!" she beamed, "You know the best part about knowing?" she opened her mouth to answer.

When the Professor did instead, "Not telling us," she stated as though it were the most obvious thing in the world, "You're so predictable. I expected better of you as a woman."

Missy glared at her for that.

"Madame President," Ahmed's voice called over one of the speakers, "We're ready for you up here."

"A moment," the Professor called back to them.

The two of them remained where they were, the Doctor studying Missy with a frown, "Remember all those years when all you wanted to do was to rule the world?" he nodded at the Professor, "She didn't even have to lift a finger."

"Yes, yes," Missy pouted, "I know, I know, you'd give her the world, you'd give her the stars, you'd give her anything if she just smiled at you and…"

"What?" the Professor nearly snorted, only to see that there actually appeared to be a faint flush creeping up the Doctor's neck at Missy's words, "Husband?" she gave him an expectant look.

He muttered something under his breath.

"He never  _stopped_  talking about you," Missy muttered, "Every hour of every day for centuries," she let out a disgusted noise, "And the books of poetry! Urg."

The Professor really did try to keep the smirk off her face, "Poetry?"

"Ok, moment's up, wife," the Doctor reached out to take the Professor's hand, turning to lead her away from Missy and back towards the stairs near Kate's assistant, mortified that it had been brought up. For one brief moment he'd forgotten that the Master had been his roommate throughout their time at the Academy.

"What are you working on, dear?" the Professor paused by the girl as they went, seeing her tinkering with the handheld device that Missy had been using.

"Oh!" the girl jumped, seeming surprised they were talking to her, "Er, it's her little device thingy. I thought there might be useful information on it," she turned to them, hesitating a moment, her gaze flickering to Missy before she whispered, "Who is she?"

"You'd never believe us if we told you," the Doctor deadpanned.

"'Cos I thought she might be the Master," the girl continued quietly, "Regenerated into female form? Your childhood friend, responsible for a number of previous incursions…"

"That was fairly quick," the Doctor remarked, looking at the girl intently, impressed, making the Professor smile.

"We  _do_  have files on all our ex-prime ministers," the girl shrugged, playing off her assessment, "She wasn't even the worst."

The Professor eyed the girl as she trailed off, "What is it?"

She hesitated a moment, "There's…there's something nobody's talking about."

"Which is?"

"The clouds caused by the exploding Cybermen," she began, thinking of how the sky had darkened, how the clouds had gathered in the exact place that it had burst apart, "They haven't dispersed. They're still there. In fact, they've expanded and are covering almost all the land masses. We're all looking at the graveyards. Maybe we should be looking up? What do you think?"

"All of time and space?" the Doctor offered.

"Sorry?" the girl blinked.

"Just something for your bucket list," he gave her a genuine smile, taking the Professor's hand as she winked at the girl before they headed out, chuckling to themselves as they heard her quickly using her asthma inhaler as they left.

~8~

The Professor sat at the head chair of the conference table in the main room of the jet, leaning forward, her elbows resting on it, her hands clasped, chin resting on it, the Doctor standing behind her with his hands on the back of her chair, the two of them watching a news feed intently, listening to the reports coming from all over the world.

"Localized rain in the cemeteries has resulted in what can only be described as disturbances to the soil," a news reporter was saying, "Extraordinary eyewitness accounts are claiming that silver creatures are climbing from the graves…"

"Cybers," the Professor frowned at the image that played of Cybermen digging themselves out of the graves and to solid ground. But…instead of going on the military mission they expected, the robots just seemed to be wandering and standing around.

"These scenes are being repeated everywhere," Kate turned to the Time Lords from where she was standing beside the monitor, "Every cemetery, every mortuary, every funeral home, every hospital, the dead are returning to life…as Cybermen."

"The public are being advised to stay away from all cemeteries…"

"We've done heat scans of some of the cemeteries and, in each case, only a handful of Cybermen have so far emerged. But every individual burial site is active."

"Active?" Ahmed frowned.

"Hatching," the Doctor corrected.

"And more will be coming," the Professor sighed, "Potentially millions."

"So the rain caused all that in just a few hours?" Ahmed shook his head.

"It wasn't rain, Man Scout," the Doctor corrected once more, rolling his eyes at how slow the humans were.

"Think of it as pollen," the Professor offered.

"Cyber-pollen."

"Every tiny particle of a Cyberman contains the plans to make another Cyberman."

"All it has to do is to make a contact with compatible living organic matter and bang! Full conversion."

"But…if they have learned how to convert the dead…" she trailed off, looking at the Doctor, the plan working out in their minds.

"That's what she was doing!"

"That's what 3W was for."

"She creates an all-new paranoia among the super-rich about dying."

"Exploits the wealth and the mortal remains of vulnerable humans so she can create a whole new race of Cybermen."

"Cybermen who can recruit corpses," the Doctor rubbed his forehead, glancing at Ahmed, "Throw away your guns, Man Scout, it's all over."

"It's not easy to win a war against an enemy that can weaponize the dead," the Professor frowned, looking over at Ahmed when no one said anything more…only to see the man frowning at the two of them, "What?"

"Do you two do that a lot?" he had to ask, looking between them for how they'd spoken just then, how effortlessly they'd switched off.

"Yes," the Doctor said simply, as though it should be obvious that they'd be so close.

"What are the attack reports?" the Professor got them back to task, "Are they even attacking?" she frowned at the monitor of the news feed, paused in the image of the Cybers just standing around the cemeteries.

"No," Ahmed shook his head, "They're not attacking, apart from isolated incidents. They're just…wandering about."

"They're newborns," the Doctor murmured, "Give them time. Why were you there this morning?" he glanced at Kate, "Why were you already attacking?"

"Been investigating 3W for a while, then we got a tip-off," Kate nodded.

"From a woman with a Scottish accent," Ahmed added.

The Professor rolled her eyes, "Arrogant narcissistic idiot," the Professor muttered, looking at another image on another monitor of Missy in the cargo hold, "Can't play to the gallery unless there's a gallery."

Missy had called them in, had sent the tip herself, to be able to show off.

"Dead bodies don't have minds, of course," the Doctor remarked, "But she's been upgrading dying minds to a hard drive for a long time."

"So she upgrades the hardware, and then she updates the software," the Professor nodded, agreeing.

Kate, however, seemed lost, "What do you mean, a long time? How long?"

"Well, she must have a TARDIS somewhere," the Doctor shrugged, "So as long as she likes. The past, the future…"

"How long, Doctor?" Kate's voice took a hard, demanding edge.

"We can't be sure Katherine," the Professor fired right back, her voice more chastising, as though telling her not to take that tone with them, making the Doctor smirk at the maternal tone she'd taken to counter, "For all we know, it could be for however long the human race has had a concept of an afterlife."

"Turns out the afterlife is real," the Doctor nodded, "And it's emptying. Every graveyard on planet Earth is about to burst its banks."

The Professor stood up, turning to the Doctor as they moved to head out of the room once more, now that they knew more about what Missy was planning, they needed to speak to the woman again. But the plane began to swerve slightly, a light above the cockpit door coming on for them to find a seat and strap in due to turbulence.

"Madame President…" Kate began, but the Doctor cleared his throat loudly, making Kate roll her eyes, "And Mr. Vice-President," she added, "You need to get back in your seats."

"Kate," the Professor sighed, turning to her, "As much as I love Earth, I'd rather be president over my own people before I be your president, and I do NOT want to ever be a Gallifreyan President," she told the woman, "Don't keep calling me it, I don't want an army behind me or complete power over the people of earth."

"And stop saluting," the Doctor rolled his eyes when Ahmed saluted in acceptance of her request, only to frown when something out one of the windows caught his eye, leading him and the Professor over to it, peering out, "People keep saluting," he mumbled, distracted, "The Professor might return it, but I'm never going to salute back."

The Professor shook her head at that, he'd done so in the past.

"Do you know," Kate gave him a small shake of her head, a faint smile on her lips, " That was always my dad's big ambition, to get you to salute him just once."

"He should've asked," he leaned over to the side, squinting out at the clouds.

"What are you looking at?"

"The clouds," the Professor answered, "They're still there."

"So what else have they got?" the Doctor asked…only to jump backwards a moment later when a Cyberman appeared in the window.

The Professor hardly reacted, though there was a minute tensing of her body at the sight before she slowly backed away, "My blaster, husband, if you don't mind," she held out her hand to him and he quickly returned the blaster to her.

' _No shooting the Master till we stop this though,_ ' he made her promise, ' _He's always got something else up his sleeve, we can't risk him taking it to his grave with him._ '

' _Fine,_ ' she huffed in his mind, pursing her lips.

"Oh, dear Lord!" Kate gasped as she caught sight to what had startled the Doctor.

"There's a Cyberman out there on the fuselage," the Professor told Kate.

"But on the plus side, it's not turbulence," the Doctor added.

The Professor looked over at the monitor of the small cargo hold and her eyes widened, "She's out!"

The Doctor's head snapped over to see that Missy was nowhere on the monitor, not even attached to the box trolley any longer, "Who let her out?" he demanded, before turning to follow his wife out of the room as she dashed for the cargo hold, the two of them hurrying down the stairs and through the small corridors till they reached the last set of stairs down into it, using their hands on the walls to keep from falling over as the plane began to swerve more and more, becoming a very difficult ride due to the Cybermen that they were sure were swarming the plane.

They made it to the cargo hold in record time, rushing in, heading for the TARDIS because that was the only think of interest they could imagine Missy going for…only to stop when the Doctor stepped on something. He looked down to see glasses lying on the ground, familiar glasses, the ones Kate's assistant had been wearing last time they saw her and picked them up, looking around. But the girl wasn't there…and neither were the two guards who had been watching Missy.

"Come out!" the Professor shouted, her blaster aimed at the TARDIS, "NOW!"

The Doctor stepped beside the Professor, his hand braced on the desk beside him to help him keep his balance at the rough ride, the Professor managing to keep her balance effortlessly, her grip on her blaster steady as Missy stepped out from behind the box.

"Oh," she smirked, seeing the glasses in the Doctor's hand, "She was  _really_  scared," she taunted them with the girl's last moments at her hand, "It's classic. Have you got any more friends I can play with?" she pushed a button on a sort of cuff on her wrist and the plane suddenly swerved once more, nearly throwing the Doctor to the ground. Missy pouted seeing the Professor still stable, "Oh you're no fun," she huffed, "Well, go on, ask me."

"Shut up!" the Doctor shouted at the taunts, trying to stabilize himself, they could hear the jet struggling to keep flying now, the storm raging outside.

"Ask me!" Missy stomped her foot, her hand on the TARDIS to keep from falling over herself, though she was enjoying the fierce rocking of the ship far more than them, "Come on, you know you want to. You want to know what my plan is. You'll be surprised. I've got a gift for you. A great gift, one better than even your dear little wife could ever give you," she threw a snide look at the Professor who only tightened her grip on the blaster, "You know, I've been up and down your timeline," she looked back at the Doctor, "Meeting all those silly people who died to keep you alive. And you know what I worked out? What you really need."

"I only need the Professor," he told Missy, not seeing a shred of the person who had once been his friend in the woman, not a single shred. And it was true, if Missy died right then and there, his world wouldn't end, he'd go on living, just as he had done the last two times the man had died. So long as he had the Professor by his side, he could handle anything.

"No," Missy rolled her eyes, "That's NOT what you need. You don't NEED her."

"Then what is?" the Doctor scoffed.

"You need ME," she stated, "You need to know that you're  _just like me_!" she looked to the side and started to laugh when the TARDIS phone began to ring, "Oh, and now it begins. Doctor, I do believe you're on call. Miss Oswald expects," she gestured at the box, "Who else but the girl who's got your number? Whoops!"

"You?" the Professor shook her head, staring at Missy for her implication that she had been the 'woman in the shop' that had given Clara the number to the TARDIS, "It was you?"

"Computer helpline, love," Missy put on a cockney accent, "That's the one. Best helpline in the universe."

"You put us all together?" the Doctor frowned, utterly confused.

"I _kept_  you together," Missy informed him, "That silly little advert in the paper?" she smirked, seeing the recognition in the Doctor's eyes for that event just after he'd regenerated.

"Why?"

"'Cos she's perfect, innit?" Missy laughed, "The control freak, the man who should never be controlled, and the woman that was far too controlled," she smirked at them, "The perfect little family, aren't you? You two and your precious granddaughter," they tensed at that, at how Missy knew that and was implying she'd known for quite a while who Clara was to them, "You'd go to hell if she asked. And she would," she nodded at the door, "The phone's ringing, Doctor. Can you hear that?" she put a hand to her ear, "Now  _that_  is the sound of your chain being yanked, you always were a sucker for children, especially that granddaughter of yours, Susan was it?" she grinned darkly as the Doctor glared at her, "She had you wrapped around her little finger just like Miss Oswald," she trailed a finger along the edge of the TARDIS, "Just like your dear sweet daughter will…"

"You touch a single hair on my children's head," the Professor threatened, "And I will end you before you can blink."

"You'd best answer that," Missy started to stumble back from the TARDIS, allowing the Doctor closer, to open the instruction panel and take the phone out, ignoring the Professor's threat, starting to mimic Clara, "Help me, Doctor. Help me. Help me, Professor! Oh boo hoo…"

The Doctor quickly answered the phone, putting it to his ear, the Professor able to hear her even in the shaking room, having made her way to his side, her gaze trained on Missy, her blaster unwavering, guarding his back as he spoke to their granddaughter, "Clara?"

"With Danny," was all Clara responded with.

"Danny's dead, Clara," he gave the Professor a pointed look for that, both of them knowing what must have happened.

"Not yet. Not quite. But he wants to be."

"Is that…crying?" the Professor called to him.

He frowned, but pressed the phone closer to his ear, hearing it now, "Clara?"

"He's a Cyberman," Clara replied, "Danny's a Cyberman. And he's crying. He feels it. He's in pain. He's  _crying_."

"She can't!" the Professor gasped, realizing what Clara wanted to do, the pain in Clara's voice, she wanted Danny's pain to stop, all her talk about emotions…she must be looking for the inhibitor that would block them.

"Clara, don't do it," the Doctor agreed, warning her away from that, "Just don't do it!"

But Clara ignored him, "It's in his chest. He says it's an inhibitor. It can delete emotion or something…"

"We know what it does!"

"Clara," the Professor managed to lean over to shout into the phone, "If you turn it on he'll become a Cyberman!"

"He's already a Cyberman," Clara argued.

"Not yet, he isn't."

"He's hurting because I hurt him and he wants it to stop."

"Stop the pain and he'll kill you," the Professor told her, sounding far too much like she knew exactly what she was talking about. And she did, block the pain and you could handle anything, you could do things you didn't think you'd ever be capable of, no matter how good or bad that might be.

"Look," Clara huffed, "Are you going to help me, because I can't do this alone?"

"We're not going to help you commit suicide!" the Doctor shouted.

"Look, the TARDIS can home in on this call, right? Either you help me, or you leave me alone."

"Clara…" the Doctor sighed, but only a click sounded, "Clara?" he threw the phone away, "She ended the call!"

"Doctor!" Kate's voice reached them, the blonde woman struggling to get down into the cargo hold with them as the plane tilted and turned, "The Cybermen are in. The plane's going down!"

"Oh, great," Missy smiled, "It's the daughter one. Do you like her?" she glanced at the Time Lords, " _I_  like her."

"Don't!" the Professor shouted.

But it was too late, Missy pressed her wrist control, making the jet veer to the side, sending the aliens falling int a set of netting and cargo straps, grabbing onto them for balance just as Missy pressed another control, causing the cargo hatch to open mid-flight.

"Kate!" the Professor screamed, the Doctor grabbing onto her for more security as the suction began to increase, Kate flying out the opening and into the storm below.

"Why did you do that?" the Doctor glared at Missy, "You didn't have to do that!"

"Well your pretty little wife's reflexes were too quick," Missy pouted, though her gaze was hard on the Professor, as though blaming her for having grabbed on so quickly and not getting sucked out as well, "And look at you, holding onto HER," she sneered, "Being so selfish," she sighed, "But you know, I'm going to miss her, too. In fact, you know what? Just for that, I'm leaving. Boys," she lifted her wrist device to her mouth, "Blow up this plane and, I don't know, Belgium, yeah? Kill some Belgians. Might as well. They're not even French. Bye!" she waved at them, disappearing in a flash of blue light, a teleport, leaving the two Time Lords hanging there by the straps of the cargo hold.

"Let go on my count!" the Professor shouted, hearing a grinding noise in the jet, knowing that it was Missy's Cybers starting to get to engine, "It's going to blow in seconds!" the Doctor gripped her hand tightly and nodded, "3…2…1…now!" she cried, the two of them letting go, letting themselves be sucked out of the hatch opening only moments before the ship exploded, the two of them having been sucked far enough away to not be harmed by the flames or shrapnel.

"TARDIS!" the Doctor pointed, seeing the TARDIS was equally unharmed and now falling for the earth. They knew the children would be alright, the gravity within would compensate, make it level, so much so it wouldn't even cause a flutter in the twins' stomachs. And when it hit the ground, it's natural stability and structure would keep the children from being harmed…but they didn't want to take that chance, they wanted to get in and fly the ship away.

He reached into his pocket and pulled out the TARDIS key, holding it before him for the Professor to see. She nodded and quickly stuck her arms as close to her body as they could be, throwing her legs together and rocketing off towards the falling TARDIS, the Doctor doing the exact same as they fell, only moving a single arm when they were near enough to reach out for the box. The Professor managed to grab the handles of them, using it to haul herself closer and hold out a hand to the Doctor to pull him closer with the key. He managed to get it in the slot, twisting it, the two of them pushing the doors open and sliding into the box, the gravity orienting around them to allow them to stand and run to the console, managing to reach the controls just in time to send the box soaring up into the air instead of sunken into the ground.

They were safe, their children were safe, the TARDIS was safe, there was just one more factor of the equation they had to see to.

Clara.

~8~

The TARDIS materialized in the middle of a cemetery, having homed in on the phone call just as Clara had requested, the two Time Lords running out to see Clara standing before a Cyberman whose faceplate was missing, revealing a very pale Danny Pink inside the metal suit. His face was on the cusp of starting to decay, bits of metal protruding into his skin from the cyber parts, but that wasn't what was worrying them, it was that Clara had the central disc of his chestplate off and was clearly trying to turn the inhibitor of his emotions off.

"Clara, don't!" the Doctor shouted as they ran for her, being sure to shut the doors to the TARDIS behind them, the children inside and, likely, Missy lurking about somewhere nearby.

"Help me," Clara turned to them, tears in her eyes, not even seeming to notice the other Cybermen that were gathered around her, just…waiting.

"If you do what you're trying to do, if you succeed, he will snap you," the Doctor warned.

"No," Clara shook his head.

"Then he will step over your broken body and break another and another and another. He will  _never_  stop."

Danny turned to them, his face set in a hard expression, "I will  _not_  harm her!" he said, with such conviction that the Professor actually frowned at him, hearing something in his voice, seeing it in his eyes…something she had seen in her own a very long time ago.

"Maths, maths, maths," the Doctor shook his head at Danny.

"Sir," Danny inclined his head slightly, not quite mocking but just on the cusp of it…but the man was literally dead and being forced to retain his mind in a decaying body, if he was snippy with them, they could hardly fault him.

"I had a friend once," the Doctor explained, "We ran together when I was little. And I thought we were the same. But when we grew up, we weren't. When we grew up, I realized I…I was different than he was," he looked at the Professor, "I realized there was someone else I was meant to run with, someone else I was the same as, in a much better way," he looked at the two humans again, "But in doing that I hurt my friend and now she's trying to tear the world apart, and I can't run fast enough to hold it together, not even the Professor could," he swallowed, "The difference is this," he put his hand over his left heart, not sure if Danny knew about the two-heart thing or not.

"Pain is a gift," the Professor spoke quietly, "Without the capacity for pain, we can't feel the hurt we inflict."

"Are you telling me seriously, for real, that you can?" Danny frowned at them.

"That we can what?" the Professor shook her head, "Feel pain? Of course we can. Can tell you that from experience? Yes, I can do that too. That we've hurt people before? Who hasn't? Which would you like to elaborate on, Daniel Pink?"

The Doctor was sure he would have snorted at her tone if the situation hadn't been so dire, if the situation wasn't about to grow infinitely worse as they noticed the dark storm clouds gathering thicker above them, the thunder rumbling louder than normal for Earth.

The Professor took a breath, noticing the same and looked at Danny, "Danny, we need you to tell us what the clouds are going to do? What's the plan?"

"How would I know?" Danny shook his head.

"You're part of a hive mind now."

"Presumably that's how you found Clara," the Doctor added, "Just look."

Danny took a breath and tried, his face scrunching in concentration, "I can't see much…"

"Look harder."

Danny shook his head at the Doctor, "So this is who the Doctor is," he mumbled, "The blood-soaked old general back in action…"

"No," the Professor straightened, "That would be ME," she told him, more confident than she had ever been in dealing with the man and his complaints of them and criticisms than before. She wasn't some blubbering mess crammed full of hormones and bad memories and the knowledge that she was carrying lives she probably didn't deserve to have after all she'd done inside her. Now…right now she was a rather cross old soldier whose husband was being unfairly targeted by a boy she'd thought she'd gotten through to before, "You want blood-soaked, you look at me. I killed more people than the Doctor ever has, and not all of them adults. You want an old general? That's me too, I out rank him, I gave HIM orders," she really didn't, she hadn't ever been allowed to see him during the war save once on accident, but she could have, she was that high of rank compared to him, "Everything that my husband became, the soldier you think he is, all of that, he did for ME. He did it to find me in the middle of a war, to get back to me, to try and protect me and save me. Why did YOU become a soldier, Danny?"

Danny fell silent at that, "I wanted to protect people."

"HE wanted to protect ME," she gave him a firm nod, telling him this was the LAST conversation they were going to have about this, it ended now.

Danny gave her a short nod at that as well, whether he fully understood everything she was saying, whether he could even imagine the magnitude of the hellish war they'd fought in on Gallifrey, it didn't matter, he at least understood the meaning behind it, "I can't see properly," Danny swallowed, "Because this needs activating," his arm jerked robotically to rest above the inhibitor, "If you want to know what's coming, you have to switch it on. All of those beautiful speeches will have to disappear in the face of a tactical advantage."

"Don't they always," the Professor countered, "Danny…it's not just that we need to know. It's that what you know can save everyone else. It can save Clara."

Danny's eyes traveled to Clara, to the girl he loved, standing before him in tears. He wanted so badly to be angry at the Time Lords, to remark about how they were using him as a tool, how they didn't care about him if it got them their information. But he couldn't, because he would willingly give it to them if it meant keeping Clara safe. He closed his eyes at that, the Professor's words in the TARDIS coming back to him. He'd been so set to believe that they wouldn't care about Clara, that they'd sooner leave her for dead than risk saving her over each other.

And that was where he was wrong, wasn't he? He hadn't seen the two apart, the Doctor and the Professor, they were a package deal, they came and went and worked together. They'd never allow the other to be in danger in the first place…which meant that yes, they WOULD protect Clara, with their lives. They were doing it now, they were working together to save not just the world, but Clara too. They could have gone anywhere, to any friend they'd lost in the past, asked THEM what they were asking him, because surely Clara wasn't the first to travel with them, she wasn't the first to be in danger and…she wasn't the first that could have died. They had to have others to go to…and they chose here and now, they chose to come there for Clara, to protect her from him.

"You need to know," Danny agreed, opening his eyes, "I want to tell you," he looked at Clara meaningfully for that.

Clara took a shaky breath and turned to the Time Lords, "Give me the screwdriver."

"No," the Doctor shook his head.

"Clara…" the Professor breathed, neither of them wanting to do it, not wanting Clara to have to be the one to do this, to 'kill' Danny completely.

Clara just held out her hand to them.

"We can't let you do this Clara," the Professor warned as the Doctor took the sonic out, fully prepared to do it himself.

"And I won't let you be the ones to do this either," Clara sniffled, "I don't…I don't want you to be the last that…" she closed her eyes shut tight, trying to stifle her tears.

The Time Lords looked at each other, understanding. She didn't want THEM to be the last thing the real Danny Pink saw. She wanted it to be her, for him to be able to look into the eyes of someone he loved, who loved him, so he could die with some semblance of peace. And wasn't that just how they both hoped they would go (in the very FAR and DISTANT future), with the one they loved beside them, holding their hand as they passed.

The Doctor let out a breath and stepped closer, placing the sonic in Clara's outstretched hand, curling her fingers around it.

"Thank you," Clara breathed, her eyes snapping open to look at him, clutching the sonic to her chest, "Just point and think, yeah?"

"Yeah," he nodded.

"Ok," she swallowed, stepping away from them and moving to stand before Danny, "I wasn't very good at it, but I  _did_  love you."

Danny gave her the smallest of smiles, "I love you too."

"I'm never going to say that again."

"Me neither."

Clara sucked in a breath at that, knowing that his meaning would be far more final than her own, because she knew Danny…he would want her to love again, he would want her to not close herself off to that, he'd want her to be happy, he knew that she was saying she'd never say it to HIM again, "Ready?"

"Yeah," he breathed.

Clara held up a shaking hand, tears falling from her eyes that she couldn't stop, "I feel like I'm killing you."

"I'm already dead," he shook his head, "You're here this time at least."

"Goodbye, Danny," she whispered, her voice trembling.

He gave her a smile, "Goodbye, Clara," he murmured, staring into her eyes as she took a breath and flicked the sonic on.

Clara's heart broke as she saw the expression on Danny's face fade to a blank one, devoid of any emotion, just staring ahead, hollow. She turned around a moment, sucking in a sob, before she shook her head and turned right back to him, stepping closer and hugging him.

"Clara, no!" the Doctor tried to rush to her, to pull her away, "Step away! He's activating!"

But the Professor grabbed his arm, stopping him, "He's activating," she agreed, "But he won't hurt her," she looked at him, "He WON'T."

"You can't know that," he looked frantically between Danny and Clara and his wife.

"I can, actually," the Professor she looked at him meaningfully, "The Pandorica," she reminded him quietly, "Do you remember what I said, at Amy and Rory's wedding?"

"That you'd never have been able to fight the thing in the box and win if it was me," he recalled, "Because you wouldn't ever fight me. You wouldn't ever hurt me."

"Not even during the War, not even at my worst could I EVER bring myself to hurt you like that," she smiled sadly at the memory of the war, "I was no better than a Cyberman then, worse probably, but seeing you..." she shook her head, "Not even then would I be able to hurt you," she glanced at Danny, "And neither will he," cleared her throat, moving her hand to hold his, facing Danny, knowing that time was truly of the essence, "Cyber-Unit Daniel Pink," she called, trying to ignore the flinch Clara gave at that, but she had to sound as authoritative as possible, "Report: what are the clouds going to do?"

"The rain will fall again," Danny stated, his voice as empty as his eyes, flat, monotone, "All humanity will die."

"And rise again as Cybermen," the Doctor frowned.

"Correct."

"How do we stop it?"

"We cannot be stopped."

The Doctor opened his mouth to ask another question when there was a zapping sound to the side, making them look over to see Missy had teleported herself in, floating to the ground with an anti-grav adapted umbrella a-la Mary Poppins, truly living up to her appearance as a rather sinister one, "Oh, that was  _brilliant_!" she clapped for them the moment she was on the ground, "Oh, I love the telly here, but did you see  _that_? Oh, Clara, you poor thing," she tsked the girl, but Clara looked away, "You must feel like death. Let me pop away the pain…" she lifted her handheld device that she'd nicked back from Kate's assistant, starting to tap it when she hissed, snapping her hand away when a blast went shooting past her, striking her hand, forcing her to drop the device and stumble back, glaring daggers at the Professor who had pulled her blaster.

"Don't even THINK about it," the Professor threatened, her blaster raised.

The Doctor lunged forward and quickly grabbed the device, turning to toss it away from Missy.

"Hmm," she hummed, "Seems I'm just getting a bit carried away. It's your friends," she told the Doctor as though sharing a secret, "They're so more-ish. Hmm?" the Professor's eyes didn't even flicker to Clara as she saw the girl pick up the handheld from the corner of her eye, slipping it into her pocket before hugging Danny again, sending the mental image to the Doctor who gave the briefest of nods, "Oh, stop looking all cross-pants," Missy pouted at the Doctor, "I'm here to give you a gift. Could you at least  _try_  and be excited?"

"What gift?" the Doctor glared.

Missy beamed at that, lifting her wrist device to her mouth, "Cyberdears!" she called, and all around them the Cybermen snapped to attention, "Look at Mummy!" they shifted, "Raise your arms," and proceeded to do exactly as she commanded, well…all except one, "Lower your arms. Raise your right. Lower your right. Turn on the spot. There are exits at the front and rear of the aircraft. Please follow the lights up the aisle," she laughed as the metal men did a stewardess's motions, "You see?" she turned back to the other Time Lords, "The power to slaughter whole worlds at a time, then make them do a safety briefing," her gaze drifted to the Professor, "Sound familiar, puppet?"

The Professor's eyes narrowed at that, knowing that the woman was all too aware of just what the Academics had done during the war.

"Everyone who ever lived, man, woman and child," Missy smirked, "Is now at my command. An indestructible army to rage across the universe! The more they kill, the more they recruit. Happy birthday!" she cheered, only to blink moments later, "Oh! You didn't know, did you? It's lucky one of us remembers these things. Surprised your dear little wife didn't," she smirked.

"Because we're time travelers," the Professor reminded her, "His birthday passed, for us, weeks ago," as though she would ever forget her Bonded's birthday!

"Ooh," Missy pouted, but didn't seem put off her stride at all, just ambling up to the Doctor who took an instinctive step away, more towards the Professor. Missy rolled her eyes at the woman and her blaster, sighing as she pulled her wrist control off her wrist…and tossed it to the Doctor, dropping into a small curtsy as he caught it.

"Doctor," the Cybermen around them all spoke, bowing their heads to him…as their new leader.

"Tiny bit pleased?" Missy gave him a mock-hopeful smile, "Oh," she rolled waved him off, "Go on, crack a smile. I want to see if your eyebrows drop off…"

"All of this?" the Doctor shook his head at that, "All of it, just to give  _me_  an army?"

"Well,  _I_  don't need one, do I?" she shrugged, "Armies are for people who think they're right. And nobody thinks they're righter than you. Give a good man firepower, and he'll never run out of people to kill."

"I don't want an army!"

"Well, that's the trouble!" Missy countered as though she were speaking to a child, "Yes, you do! You've always wanted one! Why else did you marry the best weapon our people ever created?" she snorted, before falling sad at a thought, "Ooh, I suppose you don't even NEED an army with her at your side, do you?"

"That is NOT who or what I am," the Professor nearly growled at the woman, "That is not what I am anymore. That's not what I was ever meant to be."

"And yet you are now," Missy laughed, "You are what the Time Lords made you, just as I am…Ooh," she grimaced this time, "Perhaps WE are more alike than the Doctor and I are…not sure if I'm flattered or disgusted by that…"

"Stop it!" the Doctor cut in, "Just…stop it! Stop all of this!"

"Would that I could, darling," Missy sighed, not sounding like she wanted to stop it at all, "There's only way you can stop these clouds from opening up and killing all your little pets down here. Conquer the universe," she smiled, "Show a bad girl how it's done," she dipped into a lower curtsy for that.

"Why are you doing this?" the Doctor shook his head at Missy, trying to wrap his head around all of this. Why anyone would think he needed or wanted an army, why they'd think he'd want to conquer anything. All he'd ever tried to do was HELP people, heal them, make them better, not hurt them or enslave them! And if Missy thought that was who he truly was, then she had never been the true friend she claimed she felt she was, the friend that would have been spited by his love for the Professor.

"Because I need you to know we're not so different," Missy huffed, "I need my  _friend_  back!"

"You lost your friend when you got my Bonded shot!" the Doctor snapped, "You lost your friend when you poisoned her! Every wedge you tried to drive between the Professor and I, all it did was drive US further away. YOU were the one that pushed ME away."

"And now I'm making up for that! Every battle, every war, every invasion. From now on,  _you_  decide the outcome. What's the matter?" she smirked, "Don't you trust yourself?"

The Doctor looked down at that, thinking about that question…did he trust himself? He had asked Clara once if he was a good man. Danny saw him as nothing but an officer overseeing his little pawns. If Clara, their Clara, couldn't tell him if he was a good man, then was he? He wasn't a hero, he was a good Dalek, he was the Oncoming Storm, he was the Destroyer of Worlds and…

" _I_  trust him," the Professor's voice cut through his darkening thoughts, "Because I know him, hearts and soul, the madman and his box, the Doctor with his sonic, the man who heals could never command an army."

The Doctor looked over at her for that, a wide smile starting to spread across his face, "I love you," he told her, reaching out to tug her closer, startling her into lowering her blaster arm when he kissed her quickly, "I love you so much," he gave her a quick peck, "Thank you," he kissed her forehead, and then pointed at Missy, "Thank you too! I really didn't know," he began, starting to make his way forward, into the middle of all of them, "I wasn't sure. You lose sight sometimes," he shrugged at the Professor, pointing at her with a wink, "Thank you!" before rounding on Missy once more, "I am  _not_  a good man! I am not a  _bad_  man. I am not a hero…"

"Debatable," the Professor coughed.

But he waved her off, still on a roll, "And I'm definitely not an officer. Do you know what I am? I am an  _idiot_!"

"Non-debatable."

"With a box and a screwdriver and a fantastic wife and brilliant children," he spun around, making his way back to the Professor, "Just passing through, helping out, learning," he grinned at her for the last word, dropping his arm around her shoulders, "I don't need an army. I never have, because you're right, I've got my wife, but even more…WE've got them," he gestured around, vaguely at Clara, indicating his companions, "Always them."

"The humans?" Missy sneered, "There's nothing special about them!"

"Nothing special about you either," the Professor muttered, growing louder a moment later, "After all this time, you really are still SO bone dead stupid! You just keep missing it don't you?"

"Missing what?" Missy glared, recalling the last time, how they'd said that because a guard was one inch taller than she had been.

"Love," the Professor said.

"It's not an emotion," the Doctor agreed, "Love is a promise!"

"And that man over there," she nodded at Danny as he stood there, in an opposite direction to the other Cybers, his arm around Clara instead of frozen where Missy's last command had left them, "He will NEVER hurt her."

She knew it, she had seen it in his eyes, the same look she always had in her own, that blank, indifferent mask, but the way there was a spark, just one single little glimmer of a spark when he looked at Clara…she'd seen that same glimmer in her own eyes just after she'd left the Doctor in the war, she'd seen it in her reflection. That robotic, hollow warrior look…had the tiniest of glimmers in it.

"Maths!" the Doctor shouted, "Catch!" and tossed Danny the wrist control, Danny reaching out without looking to catch it.

"You see," the Professor turned to Missy, smirking, "Bone dead stupid, because you didn't notice."

"While you were doing all your silly orders," the Doctor rolled his eyes at that, "While you were showing off, there was  _one_  soldier not obeying."

"No, that's wrong," Missy looked between them and Danny, "That's impossible!"

"The rain will not fall," Danny declared, letting go of Clara as he put the wrist control on, striding towards Missy with the gait only a Cyberman could have.

"Oh?" Missy scoffed, but the Time Lords could tell she was shaken, "Why won't it?"

"The clouds will burn."

"And who'll burn them?"

"I will burn them."

"How?" she snorted.

"I will burn," Danny stated.

Missy rolled her eyes at that, relaxing, " _One_  burning Cyberman is hardly going to save the planet."

"Correct," Danny agreed, lifting his wrist to his mouth, "Attention!" he called into it, the Cybers around him springing to attention once more, "This is not a good day," he turned his back on Missy to face them, to speak to them, "This is Earth's darkest hour. And look at you miserable lot. We are the Fallen. But today, we shall rise. The army of the dead will save the land of the living. This is not the order of a general, nor the whim of a lunatic…"

"Excuse me?" Missy huffed, offended.

But Danny ignored her, "This is a promise. The promise of a soldier!" he lowered his wrist slowly and turned to Clara, "You will sleep safe tonight," he promised her, stomping his feet on the ground to ignite the rockets from beneath them, rising into the air as the other Cybers followed suit. He held Clara's gaze for as long as he could, flying higher and higher into the air, knowing that all the other Cybers all over the world were doing the same, obeying his command,

They watched him go, rising higher and higher, into the darkest parts of the cloud, the Professor moving beside Clara and putting an arm around her, squeezing her tightly as they waited, feeling the girl shaking beside her. When an explosion went off, a fire racing across the sky, much like when the Sontarans had tried to convert the air, burning off the clouds and letting sunlight through, the Professor turned Clara to her, hugging her tightly as the girl flinched at the image, at the realization that Danny was...gone, he was really gone this time...and he'd done it to save her.

They were silent for a long while, the Professor just holding Clara, offering as much comfort as she could while the Doctor kept Missy in sight, till Clara sniffled and took a deep breath, stepping back from the Professor, wiping under her eyes quickly, "Well," she swallowed hard, her voice growing tense, yet oddly hollow as well, "The clouds have all gone."

"Yes, burned up," the Doctor nodded, "Totally burnt. Burnt to noth…" he winced as the Professor gave him a sharp jab in the side, Danny had been up there, "Sorry."

"10-0-11-0-0 by 0-2," Missy murmured, making them look over at her.

"The old coordinates to Gallifrey," the Professor frowned, shaking her head, not sure what that meant.

"The  _current_ coordinates of Gallifrey," Missy corrected with a sigh, looking at her nails as though they were the most interesting thing in the world at the moment, "It's returned to its original location. Didn't you ever think to look?"

"You are lying," the Doctor's eyes narrowed.

"We can…" Missy began, "We can go together, just…" she grimaced, "The three of us…and the kiddies. Just like the old days."

"You'd be clapped in irons," the Doctor warned, reminding her of when they'd been on the Valiant, how she'd rather have died than been their prisoner.

"If you like," Missy frowned.

How times had changed.

"I'm assuming you'll remember those coordinates?" Clara asked, stepping up, holding the device she'd taken from Missy and holding it out against the woman.

"No," the Doctor shook his head, "No, don't you dare…"

"I won't let you, Clara," the Professor warned.

"Old friend, is she?" Clara kept her gaze on Missy, her eyes filling with angry tears, her hands shaking, "If you have ever let this creature live, everything that happened today, is on you," she warned them, " _All_  of it, on  _you_. And you're not going to let her live again."

"Clara," the Professor sighed, moving to Clara's side and reaching out to put a hand on Clara's arm, not pushing it down, but showing that was her desire for her to lower it, "I'm not letting you kill her," she told her gently, "We never said we were letting her live."

Clara's gaze snapped to her, "Really?"

"Killing infects you," the Professor told her, applying just a light pressure, making Clara lower her arms, "After a while…" she shook her head, "I won't let that happen to you. I'm…I've killed so many, innocent and guilty alike, one more, one monster, won't harm me. She killed me twice before Clara, and I swore that if I ever saw her again, I'd kill her before she could do me in a third time," she took the device from Clara's hand, tossing it to the Doctor.

"You're…you're really going to…" she swallowed hard.

"Murder isn't against my programming," the Professor murmured.

"Against either of ours," the Doctor spoke, making the Professor look back, to see he was holding the device up himself…aimed at Missy.

"Doctor…"

"Us together," he gave her a deep look, "She killed YOU, she threatened our children, our friends on Earth. I will never let you go through that alone again," he swore to her, reminding her of the age old promises he'd made her.

The Professor nodded and stepped to his side, raising her blaster at Missy as well.

Missy swallowed hard, looking between them, seeming to realize just HOW badly she had gone about this, just how far away she had pushed her once-friend, that he would do this, that he would join the Professor in holding arms against him, that he would actually be willing to go through with killing her this time compared to so many before, "Say something nice," she spoke, her voice a mere broken whisper, "Please?"

The Doctor nodded solemnly, knowing he could offer this one single consolation to someone who had once been as close to him as a brother, "You win."

Missy smiled, "I know," she whispered.

The Doctor and Professor looked at each other before nodding, powering up their weapons…

When another bolt of energy flew past them, striking Miss in a flash of blue light, appearing to disintegrate her.

They spun around, seeing one single Cyberman standing in the distance between two headstones. They waited, their weapons ready in case it decided to attack them as well…but all it did was point to something to its left and lower its arm.

The Time Lords frowned, but turned and hurried in that direction, moving among the rocks and monuments and bushes, trying to find what the Cyber had indicated to.

"Over here!" Clara called and they rushed to her side to see her kneeling on the ground beside Kate Stewart who was sprawled out before her.

"Kate," the Doctor gasped.

The Professor moved to her side and quickly touched her neck, nearly sagging in relief, "She's alive," she confirmed to the Doctor, "Breathing as well, just knocked out."

"But how?" the Doctor shook his head, "She fell out of a plane!"

"The Cyber," the Professor moved to her feet again, looking past him, "The Cyberman," she nodded to the lone metal man that was still standing there, watching them, "It must have caught her."

"She's talking about her dad," Clara looked up at them from her place beside Kate, half leaning over to listen as the woman murmured quietly.

"Of course," the Doctor let out a breath at that, nodding to himself, starting to smile at the Cyberman, "The Earth's darkest hour and mine, where  _else_  would you be?"

The Professor smiled and joined the Doctor in a salute to the Cyberman that could only be Brigadier Sir Alistair Gordon Lethbridge-Stewart.

"Thank you," the Doctor mouthed to the metal man who gave a nod in return.

"That'll be you one day," the Professor murmured as the Cyber stomped his feet and took off into the sky on his rocket boots.

"Shooting off into the sky on a rocket?" the Doctor watched him go.

"Watching over your little girl," she reached out and took his hand, "Even when she's a grown woman."

He snorted at that, "You'll be just as bad with our little boy," he told her, "Probably worse."

She smiled at that, nodding to herself, "Probably."

~8~

"Clara," the Professor smiled as she and the Doctor stepped into the café that Clara had asked to meet them in. After the incident with the Cybers, Clara had wanted a bit of time to herself, to just process everything, time alone without aliens or metal men or infected rain, to just...find herself and mourn properly as she hadn't he first time Danny had died.

"Oh, how are my sweet little cousins!?" Clara beamed, getting up to coo at the small infants as they sat in their dual pram as the Doctor pushed it over to the table Clara was at.

"Nice to see you too," the Doctor deadpanned, sitting down beside the Professor across from her.

Clara would have thought he was irritated, had it not been for the smile on his face as he looked as his children just blinking up at her with wide eyes.

"They're remarkably well behaved," Clara murmured at the silent babies, reaching out to tickle their stomachs, letting them grab at her hands and play with her fingers as she glanced at their parents.

"In public," the Professor rolled her eyes, "Inside the TARDIS they're right terrors, I think mum's about to rip her hair out…if she had hair."

"But she loves them," the Doctor shrugged, "Little actors the pair of them."

"They sure are," Clara muttered, "Leia and Leto skipped out," she informed them, "It's summer hols now, they've left. I spoke to the headmaster, they're not coming back next year. Suppose they realized we knew," she shrugged a bit sadly.

She hadn't been in the right frame of mind to speak to the two after Danny had…well, she'd intended to. She was going to seek them out after the Time Lord confirmed that the two really WERE the Time Tots sitting before her. She'd called up Danny in the meanwhile, having felt confident from her talk with her grandparents to tell him the full truth…and then the accident happened. She hadn't even thought of the grown-twins. And by the time they'd gotten the Cyber situation sorted, the hols were beginning and that was it. The twins were gone and she didn't know how to contact them.

But it was alright, she supposed, she doubted they'd say much or stick around that long anyway, they WERE the Doctor's children after all.

"We got your message," the Doctor offered after a moment.

"Two weeks late," she reminded them.

"Not bad, considering," the Professor nodded to the side, at the Doctor, indicating he'd piloted this trip.

"Improving," Clara would agree.

"So…you've got news for us?" the Doctor started to smile.

"News?" Clara blinked.

The Doctor nodded down at her wrist, where she was wearing Missy's control bracelet, "He figured it out then? Maths figured out there was a way home?"

They'd given Danny the bracelet, knowing that the Nethersphere was still active, that his mind was still somewhere in the data cloud it had created. There would be enough residual power to restore one person, whoever the holder of the bracelet decided on. It had to be Danny, it had to be. How else would Clara have gotten the bracelet back unless Danny used it?

"Yeah," Clara swallowed hard, "Yeah, he did."

The Professor's smile dimmed at that, looking at Clara questioningly, but the girl just shook her head.

"Oh, good old Maths," the Doctor grinned, turning to look at his children, "Don't worry," he told them as they peered up at him, "We'll get you into Recreational Mathematics soon enough," he nodded, "Maths and medicine and P.E. and…"

"And how about we teach them to walk, talk, and use their potty first, husband," the Professor cut in with a small laugh.

"Yes," he nodded, a slight wince to it, "Could do without all those nappies…"

"Listen," Clara interrupted gently, "There's…there's something that I have to tell you two and, er, it's not good news so just, just listen, ok?"

"Ok," the Professor nodded.

"But we know," the Doctor added.

"Sorry?" Clara frowned.

"We know exactly what you've got to tell us."

"You do?" her gaze flickered to the Professor and back to the Doctor, looking between the two of them. If they really knew…why was he smiling?

"You and Danny are together now," he continued, "That's great. That's how it _should_  be. But the old family and the blue box, that's never going to fit in," he nodded, understanding, "So no more flying around. No more lying."

Clara winced at that, making the Professor frown, "Ok, no, that's not exactly…"

"It's fine," the Doctor reached out and took the Professor's hand. They'd talked about this, about this decision, but his wife still seemed very reluctant to go with it.

"No, it's not fine," Clara shook her head, "It…it really isn't fine!"

"We've found Gallifrey," he told her.

THAT got Clara to stop for a moment, to stare at them with wide eyes, "Wow!" she breathed, shaking her head in shock, "Oh, my God!"

"We entered the coordinates, just like she said. And we found Gallifrey. For once, she wasn't lying."

The Professor looked at her children for that, that was a lie. They HAD put the coordinates in, they'd gone there…but Gallifrey hadn't been there, at all. Not even their scans for other dimensional frequencies registered the planet either.

The Master/Missy, she HAD won, because they'd believed her for a split second, they believed she'd told them the truth…and she'd died knowing she hadn't, knowing she'd given them false hope and that it would crush them later, and that they wouldn't be able to do a thing about it against her.

"So, what are you going to do now?" Clara stared at them.

"Go home," the Professor answered, willing to answer something like that. She didn't want to lie to Clara, she didn't want Clara to lie to them either, but the Doctor was adamant that Clara should stay on Earth, that all of this had happened because just as much as Clara hadn't wanted to give up her life with them, she hadn't wanted to give up her life on Earth either. They were making the choice easier for her, allowing her to have her normalcy, to have her planet…because they didn't have theirs. So…they'd go back to the TARDIS, to their home, and go from there.

"Ok," Clara swallowed.

"Gallifrey  _can_  be a good place," the Doctor spoke, a wistful note in his voice that Clara missed, "We can help make it that," he squeezed the Professor's hand.

"Well…Gran might…"

"Shut up!" the Doctor mock-huffed at her.

"You won't just steal a TARDIS and run away?" Clara teased.

The Doctor looked at the Professor and smiled, "No, not this time," he lifted her hand and kissed the back of it, "Never again. I'm not going to run away from my home ever again," he promised her, making the Professor smile at that.

He wasn't lying, she knew, he had no intentions of ever leaving her or their children, nor would she ever let him.

"Never again," Clara repeated gently, looking out the window at the TARDIS sitting on the walk just outside the café, hearing more in his words than he intended, that he wasn't planning to come back to Earth.

"It's a long commute," the Doctor shrugged, "And I'm not going to crate my children back and forth through that, need to get them settled, given them stability," he never would have thought he'd ever say that he needed stability in his life, but…it was true, his children changed things, in a good way. He actually found himself wanting some nice, calm places to go with them, to be able to spend time with his children as they grew, without worrying his head off that they were going to be in danger or harmed, "So," he shook his head and turned back to Clara, "You know, we thought, with you and Danny…"

"Yeah," Clara cleared her throat, "Me and Danny. Me and Danny, we are…" she forced a smile, "We are going to be fine. Don't you worry. You go home. Go home. Go be a king or something."

"Yeah," the Doctor nodded, "I might do that…"

"Oh don't feed his ego," the Professor mock-moaned, nudging him, "I'd rather our children climb over the TARDIS chairs than their father's enormous head."

"Tell you what," Clara gave a laugh at that, "Seeing as it's goodbye, shall we break a habit?"

"What?" the Doctor looked at her, "What habit?"

"Hug," Clara smirked.

"I hug!" he defended, "I hug all the time."

"Human hug," the Professor pointed out, "You hug me and the children all the time, you don't hug humans. Go on," she nudged him, "Give her a hug for all of us."

SHE hugged Clara quite a bit and the children were too small to truly do so. The Doctor, on the other hand, rarely did it, it would mean more coming from him.

He sighed, "Why not," he muttered, getting up, "Within reason," he pointed warningly at Clara as she beamed and stood as well, "Come on, you're on the clock," he opened his arms.

"Fair enough," Clara stepped closer and threw her arms around his neck, hugging him tightly as the Professor watched with a smile, using her foot to gently push the pram back and forth as the children stated to fuss a bit at their father's and cousin's (auntie's?) attention being pulled away from them.

"Why don't you like hugging, Doctor?" Clara asked him quietly.

"Never trust a hug," he said.

"Why not?"

"It's a way to hide your face," the Professor told her.

Clara closed her eyes at that, "Yeah," she agreed, before slowly pulling away, "So…this is it then?" she looked between them.

The Professor could only nod sadly, standing up as the Doctor moved towards the pram, turning it to lead the way out of the café. She moved to Clara's side, linking her arm with Clara to walk with her behind the Doctor, following him towards the TARDIS.

"Can I…" Clara began as the Professor stepped up to the doors to unlock them, making her pause and look over at her, "Travelling with you two," she smiled at them, "It made me feel really special. And…and being accepted into your family, as granddaughter or cousin or aunt," she laughed a bit at the end, tears in her eyes, "Whatever I am…thank you. Thank you for all of it. Thank you for making me feel special."

"Thank you for exactly the same," the Doctor smiled at her, turning to push the pram into the TARDIS as the Professor lingered in the door way.

"Clara," she reached out and took Clara's hand as the girl turned to walk away, not wanting to have to watch the box disappear, "You still have our number," she reminded her, "If…the day ever comes where you want to tell me the truth," she gave her a pointed look, that she knew Clara was lying to them, hiding something from them, but not pushing her to say as it was clearly a very difficult thing for her to express, "Just call. Even if we never travel together again, I will ALWAYS be there for you, whenever you need an ear, I'm there. Just call, ok?"

"Yeah," Clara swallowed hard, her voice breaking at that. She squeezed the woman's hand tightly once before she let go and stepped back, giving the Professor a wave as she shut the door, the box disappearing moments later.

~8~

"They asleep?" the Professor looked up from where she was sitting on the armchair of the console room, a book in hand as the Doctor stepped back in, coming to squish beside her on it, wrapping his arms around her.

"I don't know why you insist I put them to bed," he remarked.

"Because you love it," she nudged him.

"I do," he agreed, he loved being able to tuck his son and daughter in at night. The Professor loved waking them, seeing their little eyes squinting with sleep and being so needy for her, for food and for changes and dressing. He liked caring for them, she liked being needed.

The Professor turned and closed her book, A Christmas Carol, before leaning her head on his shoulder, "Do you think we did the right thing, with Clara?"

The Doctor let out a breath, his hand absently running through her hair, "I don't know," he admitted, "But we had to give her her best chance at a normal life. All our travels…it already robbed it from her. This is our last gift to her."

The Professor nodded, snuggling closer, the two of them falling silent, starting to drift off themselves at the soft humming of the TARDIS around them…

When someone knocked on the door.

"Was that a…" the Doctor began, when the knock happened again.

"Where did you land us?" the Professor looked at him.

"I didn't," the Doctor frowned.

"Hello?!" a voice called from the other side of the door, a man's voice, a bit jovial sounding, "Doctor? Professor? Come on you two, you know it can't end like that. Hmm? We need to get this sorted and quickly. She's not alright, you know. And neither are you. I'm coming in!"

The Doctor and Professor were on their feet in an instant as the doors actually opened, something that shouldn't have been possible as they made sure to lock them every time they entered now that the children were in the TARDIS. They couldn't help but stare as a man in a bright red suit with white fir edges stepped in, pink cheeked, white of beard, with small glasses on, black boots and a big velvet sack in his hand, shaking off snowflakes.

"Ah, there you are!" he cheered, "I knew I'd get round to you two eventually. Now," he huffed, his hand coming to rest on his tubby stomach, "Stop gawping, and tell me…what do you want for Christmas?"

The Time Lords looked at each other a moment before focusing back on the man before them, "…Jeff?" the Professor eyed him.

The man just laughed, "Sorry dear, but no…I'm Santa Claus," before finishing it off with a hearty, "Ho, ho, ho!"

* * *

**Notes for the Chapter:**

> Just one more chapter left! I can't believe we're at the end of Proffy's story for Series 8! 
> 
> I really wanted Danny to have moved past his issue with the 'soldier' past of the Time Lords, but I feel like, in death, he might be a bit less at peace with it all :( I also wanted so sort of show the Professor come full circle with dealing with him, likely how she would have if she'd not been pregnant at the time in the first round. But also to offer him some peace in his second death, that she meant what she said, Clara would be protected :)
> 
> I hope it was believable with the Doctor and Missy at the end, him taking arms against her. I feel like, in the last two times he met the Master, the first was so sudden when he died and then the second time he seemed to give his life for them...here the Doctor's very much more attached to the Professor, she's the mother of his children, his wife, his Bonded, and now he's being faced not just with a former friend-turned enemy but with the person that had killed her twice, he wouldn't risk it a third time any more than she would. AND Missy didn't seem fond of his children, which would make them targets as well. He had to protect his family :(


	13. Last Christmas

The Doctor and Professor hurried around the console of the TARDIS, frantically trying to get the controls sorted and land the TARDIS to Clara. It should have been easier than it was, but Clara, it appeared, had recently moved homes and they had to find her first, but they managed it and, before the box had actually finished setting down, they were already heading for the doors, throwing them open to see they'd landed on a snowy rooftop of a little house, Clara standing there before what appeared to be Santa Claus, his sleigh of reindeers, and two small elves. They gave 'Santa' a hard look, making their way right for Clara. The man had mentioned Clara to them before saying something about how it wouldn't do that they weren't in the same place for him to give them their Christmas gifts and that he would go get her. They'd immediately flown away to go find her, not willing to risk anyone going after the girl, especially not someone they weren't even sure was friend just yet.

"Clara," the Professor moved to her side, the Doctor standing slightly before them, blocking Santa's view of them, "We want you to step inside the TARDIS. Don't talk, just do as we ask. Please."

Clara just stared at them.

Judging by the snow around them and Santa standing there, they could guess that the summer hols were long over, about 6 months had passed since they last saw her. Well, 6 months for Clara at least. It felt like a blink to them.

"That was good, with the box," one of the elves remarked, eyeing the TARDIS.

"Not often we get upstaged on a rooftop," the second elf agreed.

"Clara," the Doctor looked back to see she was still just standing there, staring at them, "Yes, we're really here. We're back. Now get inside the TARDIS," the Professor would have smiled at his 'dad voice' that he'd just used, the commanding remark that had Clara automatically going to the TARDIS, stepping inside, and shutting the door behind her, before they looked back at Santa, "We know what this is. We know what's happening, and we know what's at stake."

Santa hummed, "I don't think you do, but I promise, before this Christmas Day is done, you will be glad of my help."

The Doctor shook his head, turning to walk back to the TARDIS with the Professor, calling a mocking, "Happy Easter," over his shoulder, the elves chuckling and mumbling about it.

"Be sure to save some room for a tangerine," Santa called.

The Professor grimaced at that, "Nobody likes the tangerines," SHE hadn't even eaten them when she'd been pregnant and she had eaten EVERYTHING.

The Doctor just opened the door to the TARDIS, letting her in and shutting them as they entered to see Clara looking around in a shocked, happy awe.

"I'm really back here," Clara breathed as they headed to the console and started to set the controls, "This is…this is real, yeah?" she turned to them, "Gran?" she eyed them, "Gramps? Talk to me. I never thought I was going to see you again. What is going on out there? What's happening?" she laughed, however, when the rotor began to move, signaling they were departing, that familiar noise that only the TARDIS could make, "Oh, that noise. Never knew how much I loved it!"

"There's something you have to ask yourself," the Professor called to Clara, "And it's important. Your life may depend on it. Everybody's life…"

"Do you really believe in Santa Claus?" the Doctor finished, dead serious.

The Professor rolled her eyes at that, "Could have phrased that a bit better, husband," she remarked to him, she had been going for serious and, even with how the Doctor had said it, it came across as ridiculous instead.

"Do you know what?" Clara started to smile, nodding around at the box, "Yeah. Right now, here, I think I do."

"Good," the Doctor nodded as the Professor reached out and pulled a lever, sending them off.

~8~

The Time Lords and Clara quickly stepped out of the TARDIS as it set down in the North Pole, hurrying across a small part of the snowy landscape towards a door. It appeared they'd landed at a base of some sort, a cluster of huts and even some vehicles parked around it, a large satellite dish fixed to the top of the building. The Doctor considered for a moment as he and the Professor moved a wheel on the door to open it, that this wasn't quite what he imagined to be the base for Santa's operation, but he had little time to really think on it as they opened the door and stepped through…to find they were in a very human infirmary, a human girl with short blonde hair was on her knees, seeming to air-guitar, while four others were lying on beds set up against the wall, asleep as far as they could tell. It was rather hard to determine as the four people had what looked like a lump of rock encasing their heads, blocking their faces. They could have been dead for all they knew, especially when not a single one so much as twitched when the blonde girl started to scream at the sight of the trio standing before her.

"We've…we've got ghosts!" the girl gasped, her hand flying to an earpiece she was wearing, "Yeah, yeah. It's a skeleton man, a scarlet woman, and a girl in a nightie."

"Scarlet woman?" the Professor gave the girl a look, glancing down at the red jacket she wore, "To start, I'm married, thanks. And second this is ruby, not scarlet."

"Um, Gran?" Clara called, jerking her head to the side, towards the beds.

"No!" the blonde gasped as the Time Lords moved over to examine the bodies, "No, no, you're making me think about them. Don't make me think about them!"

"What are they?" Clara tried to ask the girl, glancing at the four people on the bed as they slowly began to sit up.

"Look. Just don't ask, yeah? And don't look. Don't make me think about them!"

The four people began to pull the sheets that had been lying over them off themselves as they moved, starting to get out of the bed. The Doctor reached out to take the Professor's hand, tugging her back, not sure he wanted her to touch them. The people reminded him eerily of the gas-masked zombies in Albion Hospital, and with them touch could cause a person to turn into them. He pulled out his sonic to scan them instead.

"Deaf," he murmured, seeing the reading, "Blind. How can they see us? How do they even know that we're here?"

"They can only see you, yeah, if you see them," the blonde girl answered, "So just, so just don't look, don't even think about them!"

"Telepathic then," the Professor reasoned, "They can home in on their own image in someone else's brain. Third-party perception."

"Mind piracy," the Doctor was thoughtful, "We're being hacked."

"What does that even mean?" Clara frowned, stepping closer to the Time Lords as the figures now stood beside their beds.

"The visual input from your optic nerve is being streamed to their brains," the Professor answered quickly, "We need to stop broadcasting. Close your eyes," she turned to Clara who immediately shut her eyes.

"They're still coming, aren't they?" she asked after a moment, hearing footsteps.

"It's because you're still thinking about them. So long as you retain them as an active memory, they can still home in. Think about something else."

"How?" Clara frowned, hearing the woman starting to sing a small Christmas tune under her breath, "Why is she singing?"

"She's running interference. She's trying to distract herself."

"304 minus 17," the Doctor offered.

"Sorry, what?" Clara frowned.

"Plus 220. Just do it!"

"507," Clara answered promptly, making the Professor blink at how quickly she'd gotten it.

The Professor moved beside Clara, pulling her blaster out, aiming it at the four figures as they drew nearer, a crack starting to form in the hard covering of the rock, mucus seeming to start to drip out of it.

"Minus 14, times 4."

"1,972!"

"Stop being so good at arithmetic."

"I can't help it!"

"Danny," the Professor shouted, knowing exactly what would distract her, thinking of the Doctor, and hoping it was the same for Clara. She had her eyes closed as well, using her ears to home in her blaster towards the figures, but letting her mind think of the Doctor and the twins and how they were rather poor parents to not have gotten their children anything for the holiday…despite the fact they'd literally come from June to Christmas in one go and couldn't have known they'd land there, "Think of Danny."

"Yes!" the Doctor nodded, his own eyes closed, "What is Danny Pink up to right now? He's probably flirting with your neighbor or texting women of low moral character or…" he was cut off by Clara slapping him hard, which made the Professor whirl around, her eyes opening as had the Doctor's to see him holding his cheek.

"Don't you dare," Clara hissed at him, "Don't you dare say that."

"I was only…"

"Clara," the Professor moved to her side, "What's wrong?" a reaction like THAT was not something she expected from Clara.

"Danny Pink is dead," Clara told them, the figures starting to growl, the mucus crack revealing a mouth beneath though none of them were really looking at it.

"No, he's not," the Doctor frowned, not understanding.

"He's dead," Clara repeated.

The Doctor didn't get a chance to respond as the doors to the infirmary opened and three others were standing there, dressed in the dark, winter uniform the blonde girl sitting on the ground was wearing. Two women were there, one older, the other younger and black, with a middle-aged man among them, all holding rather large guns.

"Go, run, now, now, now!" the young woman in the middle ordered.

The Professor turned and grabbed the girl on the ground's arm, hefting her up and pulling her towards the doors as the Doctor did the same to Clara…only for what appeared to be fat spiders made of mucus to drop down from the ceiling.

"Here they come!" the woman that appeared to be in charge shouted as more and more spiders came down.

"No!" the Doctor cried as one went right for his face, the Professor moving to pull him back…

~8~

When the exterior doors were blown open by a small explosion, a tangerine rolling in like a grenade followed by a small army of little toy robots and rainbow slinkies. They could just make out Santa sitting on a rearing Rudolph as though the reindeer were a horse and Santa some sort of cowboy, before the man dismounted and started to walk into the room with the elves, one holding a balloon toy and the other with an air gun, "Well, now. What seems to be the problem? This is the North Pole. We don't want any trouble here," he rolled his eyes when Rudolph let out a snort, "Hey, Rudolph," he turned and pressed a car key in his hand, making Rudolph's nose flash and a car lock beep to sound, "Easy, son. Oi! Sleepy heads!" he turned to the four figures, "It's Christmas Eve, early to bed," he clapped his hands, shooing the figures back to the beds, the four of them doing as ordered without a fight.

"Who the hell are you?" the captain demanded.

"Oh, take a guess," the Doctor rolled his eyes, "Go on, push the boat out. Tooth Fairy, maybe? Easter Bunny?"

"Shut your mouth, wise guy, or you get yours," the elf with the balloon turned to him as though he were holding a gun.

"It's a balloon animal," the other elf remarked.

"That's a toy gun," the first elf nodded at the air gun in his companions hands.

"Yeah, well, at least it's unsuitable for children under four. Parts small enough to swallow, so watch out."

"Or we could compare them to this one," the Professor held up her blaster, "So no threatening my husband, with balloon animals, air guns, or otherwise."

"Now, this is ridiculous," the captain shook her head, "Am I, am I dreaming?"

"Oh, very good," the Doctor pointed at her.

The captain strode forward, right up to 'Santa' and pointed her gun at the man's gut, "I need to know exactly who you are, and what's happening here."

Santa just turned the gun to the side with a gentle hand and a smile, "Hello, Ashley. Lead scientist on a polar expedition. Oh, that microscope really paid off, didn't it? Now, your mum and dad wanted me to get you a toy one, but sometimes, I take a chance."

The captain, Ashley, seemed startled that he knew that, "Who are you? Why are you dressed like that?"

"Why do you think?"

"Come on," the blonde woman from before shook her head, "This is mental. This is totally not happening."

"I got three words, Shona. Don't make me use 'em."

Shona stepped back, "What three words?"

"My. Little. Pony."

Before glaring, "Shut up, you!"

"Yeah? I've got lots more, babe."

"I will mark you, Santa," she thrust up her hands in a clawing motion.

"Ok," Clara cut in, turning to the Time Lords, "Are you going to explain? What is going on?"

"It's an invasion, Miss Oswald!" Santa seemed to cheer, cutting off the Time Lords.

"An invasion of, of what, elves?" she eyed the short men on either side of the big man.

"Whoa!" they cried, " _That_  is racist."

"Elfist!" the other agreed.

"Yeah. Which is a bit hypocritical, from someone of your height."

Santa shook his head at his elves and turned to move out into the snow, to Rudolph, pulling a large, clear specimen container from his saddlebag before returning, holding it out to the aliens for them to see what looked like a crab made of rock, similar in texture and color to what was attached to the faces of the four on the beds, "You seen them before, Doctor?"

"I've heard of them," he nodded.

"Professor?" Santa smiled at her as she reached out to take the container.

"The Kantrofarri," she murmured, "Colloquially known as the Dream Crabs," she nodded, "I've seen them before yeah…"

"Depending on how many of those are already on Earth, the human race may well have seen its last day," Santa sighed, "So, are we going to stand about arguing about whether I'm real or not, or are we going to get busy saving Christmas?"

"Oh, ho, ho!" one of the elves cheered, "Santa goes badass!"

"He's giving me the feels!" the second gushed.

"Shut up," Santa shot them a look, "That's a…that's a verbal warning. Please, stop it."

The Professor turned to the crew of the base, "Is there somewhere we can examine this properly? A lab?"

Ashley hesitated but nodded, turning to lead them away, calling a brief order to her crew to head back to the control room, to interrogate 'Santa' and monitor the infirmary, as she went, leading the trio through the halls and to a small lab. It was...a reasonable size, had some tech and scanners lying about, an examination table. But it was, overall, not quite as advanced as the Time Lords would have wanted. They set the Crab down and looked around, but there was little there that could actually help them monitor or examine the Crab, leaving them to try and peer at it through the container walls.

"Is it dead?" Clara murmured as she watched the Time Lords, Ashley nearby, seeming both curious about the crab and also keeping an eye on the Time Lords.

"It could be," the Professor sighed, "But they can enter a hibernation stage that gives off very similar readings."

"I'm assuming extra-terrestrial?" Ashley guessed.

"Oh, definitely," the Doctor nodded.

"Then how can you have heard of these things? Or even seen them?" she looked between them.

"Guess."

Ashley frowned, "Because you're extra-terrestrial, too?"

"Do you believe that?"

Ashley nodded, "Why's it called a Dream Crab, for a start?"

"That's one way to look at it," the Professor murmured, "So theorize. Why IS it called a Dream Crab?"

"Because it generates a telepathic field."

"And?"

"Alters perception."

"Meaning?"

"I seem to be doing all the work here," she frowned.

"Meaning we can't trust anything that we see or hear," Clara finished.

The Doctor nodded, "Go to the window."

"Why?" Ashley gave them a look.

"Because it gets worse," the Professor sighed.

Ashley hesitated, but moved over to the window, looking out where she could see the TARDIS sitting in the snow, only seeing it as a bright blue police telephone box, "What is that?"

"That's how we got here," the Doctor answered.

"In a box?" she turned back to them.

"Technically, in a telephone kiosk."

"How?"

"Because it's a spaceship in disguise," the Professor deadpanned, "Which makes everything a bit harder to work out dream from reality for you humans."

"You know what the big problem is in telling fantasy and reality apart?" the Doctor mused.

"What?" Ashley shook her head.

"They're both ridiculous."

"So we don't know what is real and what isn't?" Clara asked.

"Exactly."

"Are we in danger?"

"Are we ever not?" the Professor countered with a small smile.

"We are well way past danger, Clara," the Doctor informed, "If we're right, and we usually are…" he trailed off as both Clara and the Professor gave him a look for that, "Ok, if the Professor's right, which she usually is," he amended with a roll of his eyes, "We're dying."

"Then how do we stay alive?" Ashley stiffened at that.

"I like you," the Doctor eyed the woman, "Straight to the point. Just like my lovely wife," he smiled at the Professor a moment.

The Professor shook her head but smiled, before she turned to Ashley, "I want you to show us how you first encountered those creatures, and what happened to those people in the infirmary."

"How…" Ashley began.

"You all wear mini-cams," the Professor cut in, "I assume that there is footage."

Ashley was silent a moment, eyeing them, "Is it possible I'm about to work with someone who might be a dream?"

"If it helps, it's the same for us," the Professor shrugged.

Ashley sighed, "We have footage on the drives. I'll see what I can pull up."

"Ashley," the Doctor called as the woman turned to go, "What's this polar base for? Why are you all here?"

"It's a long story," Ashley remarked before leaving the room, leaving them in silence a moment.

"What you said about Danny," Clara began, after a minute or two, turning to the Doctor, "Unacceptable."

"I know," the Doctor nodded, looking more at the Dream Crab than Clara, "I had to flood your mind with random emotion."

"Random?" Clara scoffed.

"You never told us he was dead," the Professor defended the Doctor slightly, she didn't agree with exactly what he'd implied about Danny and what the boy might get up to when Clara wasn't there, she had been hoping that Clara would think good thoughts of Danny and it would help distract her, the Doctor had taken it a different route unknowingly, "You said he made it back."

"And you knew I was lying," Clara turned to her.

"I didn't know about WHAT though," she countered, "Why would you lie about that Clara? We wouldn't have left you if we'd known…"

"That's why," Clara rubbed her forehead, "I lied so you'd go home to Gallifrey instead of fussing about me."

"We're even then," the Doctor muttered, "We never found Gallifrey. We lied, so you'd stay with Danny."

Clara blinked at that, nodding her head slowly, taking in what they'd all tried to do for the other and looked down at the Dream Crab, "So we're dying, then?"

"Yes."

"Why?"

"Oh, complicated."

"How long do we have?"

"No idea," the Professor murmured, leaning over to get a closer look at the Crab. They couldn't risk taking it out of the container, giving it physical contact to latch onto.

"Just…give me something to do," Clara half begged.

"Trust nothing. Accept nothing you see. Whatever happens, interrogate everything."

"In case it's a lie?"

The Doctor nodded, "In case it's a lie."

"Oi," they looked over to see Ashley in the doorway, "Found something," she nodded her head for them to follow and took them back through the base, towards a control room of sorts, monitors and control panels set up everywhere, her crew hanging about, the man from before lounging back and eating a turkey leg while the older woman examined some of the equipment. Shona was there as well…interrogating Santa Claus.

"Reindeer can't fly!" the woman was huffing, "They just  _can't_."

"No," Santa agreed, "No, they can't. It's a scientific impossibility. That is why I feed mine magic carrots."

"You alright?" the Doctor eyed the woman, recognizing the expression on her face as one the Professor often had when she wanted to strangle him.

"Yeah," Shona glanced back at them, "Yeah, yeah. I'm trying to talk sense into er, Beardy-Weirdy."

"You don't seem much like a scientist," the Professor remarked, frowning at the woman as she eyed her.

"That's a bit rude, coming from a magician's assistant," she shot back, making the Professor raise an eyebrow at that.

"Why are you out here?" the Doctor asked, looking at the rest of the crew, "What brought you to the North Pole?"

"Long story, isn't it?" Shona shrugged.

The Professor frowned at that, she could understand Ashley not saying, she sounded more like a scientist, might make it into a big long explanation or get stuck in talking about the science of it, but Shona was simple. If SHONA couldn't answer, and if she gave the same answer…

"You missed the killer question," the Doctor remarked.

"Sorry, what?"

"Beardy-Weirdy."

"Yeah?" Santa huffed at the name.

"How do you get all the presents in the sleigh?"

He grinned, "It's bigger on the inside."

"We gave that tech to Jeff," the Professor argued, "Ages ago. And you said you weren't him…"

Whatever else she was about to say was cut off by Ashley calling them over to the main monitor, "Doctor? Professor?"

"What are we looking at?" the Doctor asked, the monitor reading 'Headcam: Carter.'

"Footage from a week ago," the older woman remarked, stepping closer, "A side expedition from our main mission."

"What is your main mission?" the Professor eyed the woman a moment, almost expecting her to say…

"Long story," the woman finished, waving it off and gesturing at the monitor as the footage began to play, an icy sort of cave appearing, "Ice cave directly beneath this base. Now, look at what we found," the image shifted of someone walking through it, finding a cluster of what looked like rock hanging from an icicle, Dream Crabs, "Dormant at first."

"Until you looked at them too long," the Professor nodded, "Till you thought about them."

"Exactly."

"Sleeping," she tilted her head at the image, "Probably been down there for centuries."

"And it wakes up when you think about it?" Clara frowned, following.

"They can detect their own mental picture in any nearby mind," the Professor nodded.

"That's Bellows' theory," Ashley agreed.

The older woman, Bellows, shrugged, "It's like it responds to the presence of any data concerning itself."

"Oh, that was always the legend," the Doctor murmured, "You think about a Dream Crab, a Dream Crab is coming for you."

"This is where it gets really nasty," the man with the turkey leg called, making them look at him.

"Only now?" Clara shifted when the image continued to the crab lunging at the person wearing the headcam.

"Ok, then what?" the Doctor turned back to Bellows who sighed and switched the image to the infirmary, to where they'd managed to get the patients with the Dream Crabs latched onto them to bed.

"They're a bit like Facehuggers, aren't they?" the man mused.

"Face huggers?" the Doctor blinked at him.

"You know,  _Alien_. The horror movie,  _Alien_."

"There's a horror movie called Alien? That's really offensive."

"No wonder everyone keeps invading you," the Professor mumbled, shaking her head at them.

"First, they just slept," Bellows got them back on track, "Couple of days, just lying there."

"And then they became aggressive?" the Professor guessed, though sounding far more like she knew the answer already.

"If we got close enough, yeah," Ashley nodded.

"It would take the Dream Crab a little while to take control. Depends how much of the host brain was digested."

Ashley looked disturbed, "Digested?" but the Professor nodded, "Are they still alive under those things?"

"Depends on how long they can fight the Crab."

"Depends what you call alive," the Doctor added.

"Are they suffering?" Ashley looked back at the footage, concern in her voice.

"Possibly," the Professor nodded.

"Not really," the Doctor frowned, looking at the Professor a moment, "The Dream Crab induces a dream state. Keeps you happy and relaxed, in a perfectly realized dream world, as you dissolve. Merciful, I suppose."

"Again, possibly," the Professor gave him a look for it, "It's a dream world. Means it's equally open to become a nightmare if you become aware of the Crab," she didn't let the Doctor even open his mouth to comment on that before she was turning back to the footage, "Could you rewind for me? I'd like to see them dormant again. Clara, could you fetch me the dead one?"

"Maybe I could fetch you a cup of tea while I'm at it," Clara muttered.

"Ooh, yes," the Doctor nodded, before catching sight of Clara's unamused look, "And a punch in the face, too."

"My very next suggestion, Gramps," Clara teased a bit as she turned and headed out of the room.

"Fair enough," the Doctor called after her.

"Was it those four from the start?" the Professor asked Ashley, "Or did they manage to infect someone else between when you found them and now?"

"It was just the four," Ashley told her, "When we started to realize what they were doing, we avoided them. We didn't want to risk what might happen if they got us."

"Hmm…" the Professor frowned, thinking on that, "Do you have a live feed of the infirmary right now?"

Ashley nodded and brought one up for them to see, watching as the four figures just laid in the beds. She glanced over at the Professor and Doctor who had deep frowns on, "What's wrong?"

"They're dormant now," the Professor began quietly, "They were dormant before we arrived?" she glanced at Shona who nodded, "But we looked at them, and they activated even when dormant, even when…" her eyes widened, "Hibernating!"

"We're thinking about it!" the Doctor realized what she was saying, that they had just sent Clara to get the hibernating and dormant Dream Crab which meant Clara would be thinking about it and getting it, "Clara!" he turned and bolted out of the room with the Professor, the crew after them, racing into the lab only to stop short at the sight of Clara on the ground, the dormant Dream Crab attached to her face.

"Clara!" the Professor hurried to her side, "Clara! Clara, I know you can hear me in there," she started to speak as the Doctor knelt on Clara's other side, "Clara, you are dreaming. You're dying. The Crab is killing you. Clara, you are dying and you need to fight it. Clara!"

"We did try to wake the others," Ashley offered, "No stimulus worked."

"Ok, we kill it," the Doctor looked at the Professor, "What about your blaster?"

She shook her head, "It's too close to her face and, despite appearances, it's very thin, but very hard. The power needed to stop it would end up hitting Clara as well."

"We find a way to kill it and we get it off of her," he muttered, "How do we kill it? How…"

"There's no way to kill it without killing your friend, too," Ashley agreed, "And as a scientist, may I just say, I don't like the way you're talking."

"Santa," the Doctor turned to the man, "In the infirmary, you told the Sleepers to go to bed, and they obeyed you."

"Sorry, doesn't mean I can get that creature off her," Santa shook his head with a frown.

"No," the Professor agreed, "But you can get back in there unharmed."

"What?" Shona gave her a look as though she'd gone mad, "You're asking Santa for help? He doesn't exist."

"Doesn't matter," the Professor shook her head, looking up at the man, "Can you do it?"

"I can commit several million housebreaks in one night dressed in a red suit with jingle bells, so of course I can get back into the infirmary," Santa rolled his eyes, turning to stride out of the room to get the crab.

"Good," the Professor nodded, "Because you CAN kill a Dream Crab," she told the crew, "You have to wake up. If you break the connection with it, it's lost its source of food and the severing is so severe that it shocks the Crab to death. We have to wake her up and there's only one way I can think that we can do to make Clara realize it's a dream and wake up."

"And what's that?" Ashley frowned.

"I'm going to go into her dream state after her."

"How?" Shona asked.

"Letting a Crab get me." the Professor stated.

"No," the Doctor shook his head, "You're not doing that."

"I have to," she turned to him, "Dream Crabs can create a communal dream, if I'm close enough to her I can join her in her dream."

"But you're not going to," he argued, "If anyone is going to let some parasitic crab on them, it'll be me."

"Yes, because you have so much experience dealing with their dreams and fighting them."

"And you do?"

"Yes!" she huffed.

He opened his mouth to ask her what she was talking about, but the hard, pointed look she gave him was answer enough.

The War. The High Council. The Academic Training Program…

"They didn't…" he breathed.

~/~\~

_She was happy, so happy. She and the Doctor were at her home, her own little place, just having some food, spending time together. It had been…so long, too long to get to that moment. The Doctor had graduated the Academy and it had been hard to be apart from him for 2 years till she had graduated herself. But they'd managed, two very VERY long years and now there they were, together again. She had been invited to be an Academic but turned it down, she couldn't survive another month let alone a century or two without the Doctor, she was sure of it. So she politely declined. It had led to quite the blow out between her and the Doctor, where he had all but demanded what she'd been thinking to turn it down and she might have let slip that she had been thinking that if it were a choice between an Academic or being with him she'd pick him. And then he may have kissed her afterwards._

_They'd been inseparable since then, practically living in each other's homes, spending more time than ever together and they had already spent every waking second together in the Academy._

_"Kata," she looked down as he spoke, his head resting on her lap as he fiddled with her hand, her reading him a book, one of her favorites by an Earth author, Charles Dickens, but he'd interrupted her._

_"What is it Theta?" she smiled at him._

_"Thank you."_

_"For what?" she shook her head._

_"Marrying me."_

_She blinked at that, before laughing, "Well, if you ever ask me to…" they had agreed that, if ever they were to marry, as well as Bond as they had, it would be in an Earth based ceremony, with traditions of the like._

_"Why would I need to ask?" he seemed confused, but the smirk on his face told her he was well aware that he'd never actually done so yet, "You've already accepted."_

_"No, I haven't."_

_"You haven't?"_

_"You haven't asked, so I couldn't have answered yes or no."_

_"Oh…" he hummed a moment, "Then why are you wearing this ring?" he held up her left hand, the one he'd been playing with while she'd read, to reveal a small ring on her finger that had NOT been there before._

_"What…" she breathed._

_He just grinned, "Seems silly to wear an engagement ring if there was no engagement," he sat up, looking down at her hand still held in his, "I suppose I should take it off then…"_

_"No!" she pulled her hand away, cradling it to her chest, "You take it off and I'll bean you with his book."_

_He held up his hands in surrender, a wide smile on his face, "Then you'll keep it?"_

_She reached out with her same hand, touching his cheek, "I'd like to keep you," she told him, "And the ring is pretty nice too."_

_He laughed and leaned in, about to kiss her when…_

_A sharp pain slammed into the side of her head, making her scream, her hands flying to her head, before she gasped and coughed, something screeching as it fell off her face and onto the ground. She tried to scramble back, wanted to move away…only to find she was restrained, she was sitting on a chair, her arms and legs bound, her head forced back against it, her eyes trained on the small rock-like crab writing on the ground before it turned to ash._

_"Excellent progress," a voice said beside her as one of the Academy scientists stepped into her line of sight, "You're reacting much quicker to the dream scenarios," he tilted his head, "Your mind has advanced quite a bit if it can recognize a dream no matter the scenario or amount of anesthetic administered. Perhaps you are ready to move on to the mental conditioning after all…"_

_She shuddered at that, looking at the ashes on the ground, the Dream Crab, they were called, they were meant to lull you into a dream and attack your brain. It wasn't the first one that had been attached to her, but, even she could tell, it was the quickest her mind had pushed one off, pushed her awareness back to the conscious world._

_She almost wished it hadn't, wished it had done its job properly and finished her off, the mental conditioning…she'd heard whispers of the first test subjects, the ones that had survived, it was absolute hell…_

~/~\~

"I don't think there'll ever be a day that you're not shocked and utterly disgusted with the things they did to us," the Professor murmured, "They had to be sure that we would be able to see through tricks the enemy might use, hallucinations, simulations, other things."

The mental conditioning had made the torment of the Dream Crab seem like a walk in the park. The first test subjects, if the rumors were true...it was disturbing. The High Council had taken some of the weaker Academics, the ones they doubted would actually finish the program, and used them to test the technology. From what she'd heard, the subjects had been left in the worst conditions, some practically vegetables, some so scarred they were partially deranged, their minds had just been shattered and torn apart, the extra information shoved into it overloading them to the point their bodies couldn't handle it. She had almost been glad that she had been among the last to take the conditioning, that the systems had grown more advanced by the time her turn came around. Almost. She was quite sure, in the middle of training, more than half the Academics would have volunteered if only for the chance that it might kill them and put them out of their misery. If she hadn't had the hope of the Doctor and seeing him again, living and fighting for him, to keep the Council from using her death to manipulate him, she was sure she would have wished the same.

"Wife…" the Doctor reached out and took her hand, "Are you sure?"

He hated it, he hated forcing her to experience and relive things from her training, from the war, and this was doing just that. This would be putting her through that hell once more and he wanted anything else in the world than for her to do this. But she would, he knew she would, to save Clara, to save their granddaughter from the fate she was all too aware the Crabs could lead to. He had to remind himself she would know what to do, she had done this before, she would and could do it again, she'd know how to help Clara get out of the dream she was in…she just had to get in there.

The Professor reached out and touched his cheek, smiling softly, "I'm stronger than I look," she murmured, glancing up as Santa came back in with the Crab, "I did give birth to TWO of your children," she added jokingly, before her eyes widened.

She opened her mouth, a thought striking her about their children, about their safety…when Santa opened the container he'd put a Dream Crab in and it launched right at her…

~8~

The Professor was standing before a door to Clara's home, snow lightly falling behind her into the night, having just knocked on the door and waiting for Clara to open it, and trying not to be slightly hurt by the only minutely let down look on Clara's face when she saw who was standing there, "Hello."

"Hi," Clara blinked, seeming confused why the Professor was there, "Gran?"

The Professor gave her a sad smile, "It's not real, Clara. You  _know_  it's not real. It's a dream, and it's killing you."

"Merry Christmas," she muttered, letting the Professor into her house, following Clara into the sitting room of it, "You remember Danny, of course."

The Professor wasn't surprised at all to see a dream-Danny there, she knew, of all people, he would be the one Clara would want to see the most in her dreams…though she was a bit thrown by him wearing a Santa suit, "A fair representation," the Professor remarked, eyeing him, "You've made him a fraction taller, though. Merry Christmas, soldier," she gave him a small salute.

"Compliments of the season, ma'am," Danny murmured back, returning the salute a bit more harshly than hers had been.

"Better with the dialogue," she continued, "Nice work. It's all in the detail. You remember him well."

"Just stop it," Clara breathed, shaking her head, moving to stand by a nice little fire that was going in the fireplace of the cozy and formerly-happy room.

The Professor just turned to her, walking over to Clara, taking her hands, "He's not real, Clara. None of this is real. What's real is there is an alien organism wrapped around your face, keeping you warm and happy while it eats you."

"Mince pie, anyone?" Danny called, but the Professor ignored him.

"You're dying."

"If this is a dream, how can you be here?" Clara tried to argue, "How can we both be having the same dream?"

"There was only one way to get to you."

"And what was that?"

"I'm dying, too," she shrugged.

"Gramps can't be happy about that," Clara frowned.

"Oh I'm sure I'll be scolded sufficiently when this is over," the Professor agreed, "Though he DOES still have quite a few death-defying feats over me, we'll just call this one closer to being even."

"You shouldn't have done it," Clara told her, "Just wake up. Just leave me here, please."

"I'm not going to let you kill yourself Clara," she told the girl, "Not over a boy."

"What, like you wouldn't for the Doctor?"

"Did he when he thought he killed me on Gallifrey?" the Professor countered, hearing just a bit too much 'Romeo and Juliet' in Clara at the moment, she'd never really been a fan of that tale, they were 14 and got too invested too quickly and then killed themselves instead of trying to work a way around it, it was a horrid example of what true and real love was and should be like, "No, he lived on, because that was what he knew I would have wanted him to do. Do you really think Danny would want you to die? He gave his life so YOU would LIVE, Clara," she reminded her, squeezing her hands.

"This feels real though," Clara whispered, her voice thick with emotion, "Why can't it be real, that we both get to live?"

"You have a pain right here," the Professor tapped her temple, "Like an ice cream pain, but gentle. That's the skin and bone being parted through a numb area with something pushing right into the soft tissue of your brain, dissolving it. You should be screaming with agony, but there's anesthetic. Everything around you right now, even Danny, especially Danny, that's the anesthetic."

"Why are you doing this?" Danny frowned, stepping over to them, "Why are you saying all of that?"

The Professor sighed and turned to look at him, "Because it's true," she told him, glancing back at Clara, "How long do you think you've been here?"

"All day," she answered.

"Five minutes," the Professor corrected, "Barely. Dream time goes faster. Because this isn't real. Danny isn't real. Danny Pink died saving you. And we're sorry that you lost him again, we thought there was a way back for him, but we were wrong,  _I_  was wrong. None of us can change that. He's dead," she sighed, "I didn't want to do this Clara…"

"Do what?" Clara blinked, trying not to cry.

"You've done quite the job remembering him," she nodded to Danny, "And if you have remembered him as well as I think you have…" she looked at Danny, "Then he's about to help convince you to wake up, to save your life again."

Danny's expression hardened, as though he didn't want to admit she was right, but sighed, because this, Clara, was too important to him, "How long has she got?"

"Minutes till it's irreversible," the Professor told him, "If she had a Time Lord mind, she'd last longer, much longer."

"Well then, get out the way," Danny stepped up and the Professor moved aside as requested, allowing Danny to stand before Clara, "I'm a dream and you know I am, right?" he asked and Clara nodded, "Right, one thing. But it's important. It's a very important thing. That is totally how you guessed all of my presents."

Clara gave him a sad smile, "I miss you."

"Five minutes."

"What?" Clara frowned.

"You can miss me for five minutes a day. And you'd better do it properly. You'd better be sad. I expect my five. But all the rest of the time, Clara, all the rest of the time, every single second, you just get the hell on with it. Clear?"

"Don't you soldier me, I get enough of that from Gran."

Danny looked over at the Professor, giving her a nod at that, before he looked at Clara, "Do as you're told," he pressed a kiss to her forehead and called out, "How does she wake up?"

"She needs to will it," the Professor told her, "She needs to accept it isn't real, and reject this reality. Like when you're having a nightmare and you want to wake up. She has to force it."

Danny nodded at that, "Do it," he told Clara, "For me."

"When I wake up, you won't be there," Clara started to cry, shaking her head, half-begging him not to make her do it.

"But they will," he swallowed, lightly jerking his head towards the Professor, "Your…your family. Your gran and gramps and your cousins, they'll be there, and they need you," he eyed Clara a moment, "Do you know why people get together at Christmas? Because every time they do, it might be the last time. Every Christmas is last Christmas, and this is ours. This was a bonus. This is extra. But now it's time to wake up."

The Professor looked away as Danny leaned in to kiss Clara one final time, affording her granddaughter as much privacy as she could…

~8~

The Doctor jerked back, barely avoiding the Professor sitting straight up as the Dream Crab leapt off her and fell onto the ground with a shrill cry, writing and twisting before them as Clara and her own Crab did the same, "Are you…"

The Professor waved him off, "Fine, fine, Clara…"

He nodded, seeing her pulling her blaster out and shuffled to Clara's side, "Clara? Clara, look at me, Clara! Clara! Breathe, breathe. Breathe. Breathe."

The Professor aimed carefully, waiting to ensure the Crabs were starting to turn to dust, as happened when they were dying, and fired her blaster at them, just to be sure they were truly gone, "There," she took a breath, looking over at Clara who was clutching the Doctor, still panting from her experience, "Not that hard," she checked her blaster and put it in her pocket, "It'll be alright Clara," she reached out to touch the girl's shoulder, "Waking can be quite jarring, but it'll fade in a few moments."

"Quite jarring?" Clara nearly shouted the words, "That…that isn't…I don't even know what the word is!" it was horrible, an absolutely horrible experience, it was worse than an ice cream pain that was for damn sure.

"You get used to it," the Professor shrugged.

"You've experienced that before then?" Ashley frowned, moving to gather some of the left over specimen into a jar while Shona quickly grabbed a dust pan to collect the rest of the Crabs in.

"More than I'd like to admit," the Professor sighed, "Helps to fight against them more easily though."

"So these creatures, when their feeding goes wrong, they die?" Bellows eyed the dust piles.

"The carnivore's hazard. Food has teeth too."

"Clara?" the Doctor glanced at her as she sat away from him, starting to feel her temple, "You ok?"

"No," she murmured.

"There's no bite mark," the Professor told her, "Not a visible one anyway," she started to frown at that, "There should be…" she reached up to touch her temple, sighing, "Anyone got an ice cream pain?" she asked, holding up her hand when she realized the pain she'd felt in Clara's dream was still there.

Slowly, everyone's hand started to lift as well.

Oh brilliant, she had to mutter to herself at that as she rubbed her head. She should have felt it before, but it was like…unless she was aware of pain she didn't even realize she'd felt it. During her pregnancy, she'd been expecting it so she felt the pain then. She hadn't been expecting the labor, had been expecting her water to break first and then contractions to start, so she hadn't felt it then. And just now, she should have been feeling the ice cream pain for a while, but she hadn't realized it, hadn't considered the possibility. It wasn't till she was in Clara's dream, knowingly expecting the pain as a sign of what the dream was that she realized she felt it…and now she felt it again.

"It's the cold, I think," Bellows defended, "Some sort of reaction."

"But only on one side, just that spot there," the Professor pointed to her temple, "And you've all got it."

"Ok, so why do we all have that pain?" Clara frowned.

"Theorize."

Clara rolled her eyes at that, "Don't treat me like a beginner. I was dreaming, then I woke up. I know that."

"Do you?" the Doctor asked, glancing at the Professor for confirmation, receiving a nod in response that his own theory was correct, "And have you ever woken up from a dream and discovered that you're  _still_ dreaming?"

"Dreams within dreams," the Professor nodded, "Dream states nested inside each other."

"All perfectly possible, especially when we are dealing with creatures who have weaponized our dreams against us."

"I don't know about anybody else, but I'm pretty certain I'm awake right now," Bellows tried to smile.

"Which is odd, when you think about it."

"Odd?" Ashley frowned.

"Impossible, in fact," the Professor agreed, "How can any of us be awake?"

"I don't understand," Shona huffed.

"Remember how we all first met, in the infirmary?" the Doctor tired to remind them.

"All those creatures coming down from the ceiling, attacking us," the Professor agreed.

"We never stood a chance."

"How did we survive  _that_?"

"Well, we…we were rescued," Shona defended.

The Professor scoffed at that, "Yes, and who was it that rescued us?"

They all looked around to see Santa and his elves were nowhere to be seen.

"Come on," the Doctor stood, holding out a hand to help the Professor and Clara up, "Time to ask the fat man some questions," he determined, turning to lead them out of the lab, heading back to the control room to try and use the security cameras to find the man, only to see he was talking on a mobile phone in the control room himself, holding up a finger at them and pointing at his mobile before he turned to finish his call.

"The Helman-Ziegler test," the Professor murmured, wanting to test it more while they waited for Santa, "One of the most reliable dream tests that I know," she turned to the Doctor, "We need a book of some sort, multiple copies…"

He nodded and they started to sift through the packages and reports around them, "Ah," the Doctor held up four yellow bound packets, "Your base manual. I take it none of you have memorized this?" he handed them to the four crew members.

"I haven't, I haven't read it," Shona laughed.

"These books should be identical in the real world," the Professor explained, "But as they don't exist in your memory, in a dream, they can't be. Agreed?" she eyed them and they nodded hesitantly.

"Clara," the Doctor pointed at her, "Give me any two digit number."

"57," Clara called out.

"Alright," the Doctor gestured at them, "All of you, turn to page 57 and look at the very first word. Right, when I point at you," and so he turned and pointed at Ashley.

"Isotope," she answered.

So the Doctor moved to Bellows, "Well?"

Bellows hesitated, swallowing hard, "Extremely."

"Inside," the male crewmember breathed when it got to him.

"Chocolate," Shona stated on her turn, before frowning, "Why did I get chocolate? What's that about?"

"This can't be right. We must have got it wrong, that's all."

"Alright," the Professor shrugged, "Another go then. Clara?"

"24," Clara supplied for a page number, looking at the crew as they flipped to it, starting to read the first word in the same order the Doctor had pointed at them before.

"We."

"Are."

"All."

But Shona was silent.

"Shona?" the Professor looked at her.

"Dead," she read.

The room fell silent at that.

"Since the attack in the infirmary…" Ashley began, shaking her head, trying to make sense of this, "Nothing has been real?"

"The attack is still going on," the Professor countered, "THIS is the attack."

"We've been dreaming since then?" the male crewmember frowned.

"Oh, for Easter's sake!" Santa huffed, closing his phone and heading over, unable to keep speaking as they were getting rather rudely loud and disrupting his phone call, "Of course you've been dreaming. Haven't you been paying attention?"

"Rudolph," one of the elves offered, "Did you see the nose?"

"The North Pole?" the second scoffed, "Come on, with  _stripes_?"

"This."

"Is."

"A dream!" the two elves and Santa shouted at them.

"Oi!" the Professor pointed at them, "Watch your tone, Misters."

"Look," Santa sighed, "As you stand here, chatting, chatting, your lives are ending. Unless you wake up, unless you free yourselves from these dreadful creatures, they're…they're going to destroy you."

"You're a dream who's trying to save us?" Shona shook her head at him, not sure how that worked out.

"Shona, sweetheart, I'm Santa Claus. I think you just defined me."

"It does make sense," the Professor remarked.

"Ok, how, in any universe, does that make sense?" Clara gave her a look.

"The Dream Crab tries to make the dream as real as possible to trap you inside it. It creates dreams within dreams so you can never be sure if you are really awake. But your brain  _knows_ something is wrong. Your subconscious fights back.  _This_  is your mind trying to tell you this isn't real. And he," she gestured at Santa, "Is OUR mind trying to tell us that this isn't real," she looked at the Doctor for that one, "Because it would have to be something very big for US to not think it plausible."

It was true, after everything she and the Doctor had experienced in their lives, it would have to give them something like this. Because Jeff was not like this version of Santa, this one was for the humans, to make it even more unbelievable to Time Lords.

"Yes, now all of you, come near," Santa gestured them close, "Come here, come on. Join hands."

"No," the Doctor shook his head, stepping closer to the Professor, "Look, we don't need all this touchy-feely stuff…"

"Shut up, Doctor. Join hands. Come on, concentrate."

"Why?" Bellows hesitated.

"You are deep inside this dream, alright, and it is a shared mental state, as the Professor told you it could do, so it is drawing power from the multi-consciousness gestalt which has now formed telepathically and…"

"No, no, no, no, no," the Doctor cut in, "Line in the sand. Santa Claus does not do the scientific explanation."

Santa rolled his eyes as the Professor laughed at that, "Alright. As the Doctor might say," he adopted a Scottish accent, "Oh, it's all a bit dreamy-weamy."

"Wrong incarnation," the Professor remarked.

The Doctor just shot him a glare, "Why don't you just go and…and make a naughty list?"

"I have, mate, and you're on it," Santa told him, "You and your wife."

"Oi!" the Doctor frowned now, "Why's my wife on it!?"

"Well, besides the numerous lives she took, planets she destroyed, laws she broke," he began to tick off on his fingers, making the Doctor's glare grow more and more, "I don't even want to bring up what goes on in your TARDIS. I see you when you're sleeping and awake, mate, you two sleep less than humans but you still got a bedroom and…"

"Stop, please!" Clara cried, putting her hands on her ears, "I do NOT need to hear Santa Claus talking about how my grandparents conceived my cousins!"

The Professor couldn't help it, she burst out laughing at that, actually needing the Doctor to reach out and grab her arm to keep her from falling to the ground it was just such a ridiculous situation. Santa Claus was a bit of a peeping tom, the Doctor was all flustered that they were both 'naughty,' and Clara…oh her poor little granddaughter had likely just been scarred for life. It made her glad that Jenny wasn't there to scar her daughter as well, though it did make her sober to think on, they did need to contact Jenny very soon and tell her about her siblings, see how she and Aeon were, and they DID need to resolve this and get back to the TARDIS and their twins. Dream time worked differently, this whole thing could have been mere minutes since the TARDIS touched down, their children only just being put to bed for the night, but she would rather be fully conscious and with them again.

"See," the Professor cleared her throat, a bit of a chuckle in it, "It's definitely something WE would find unrealistic."

The Doctor rolled his eyes at that, but there was a hint of a smile on his face.

"Ok, this is all very…disturbing," Ashley began, not quite sure what to make of all of it, "And even more so, I have an alien life form wrapped around my face, and apparently it's digesting my brain. When you speak, how do I know it's not the Dream Crab?" she looked at Santa.

"Good question," he nodded, "Spoken like a scientist."

"Can I put it another way?" Clara offered, "Why would the part of our brain that is trying to keep all of us alive choose you for a face?"

"Is anyone else asking that?" Santa glanced around.

Shona blinked, "Yeah, yeah. Yeah. All of us. All of us. Why you?"

"Why me?" he hummed, "It's the North Pole, it's Christmas Day. You're dying. Who you gonna call? Just one last time, huh? One last Christmas, as if your lives depended on it. Please! Ho, ho, ho. Believe in Santa."

The humans looked at each other and shrugged, moving to form a circle, taking each others' hands even as the Doctor tried to back away, "I'm not very good with this holdy-hand thing…"

"Is that so?" the Professor held out her hand to him, taking Ashley's other hand.

"I  _will_  hold my wife's hand, but that's it," he nodded, stepping over to take hers.

"Thanks, gramps, I feel loved now," Clara mock-grumbled.

"Alright, and Clara's, but that's where I draw the line," he took Clara's as well, "Well, this is very Christmasy, isn't it?"

"Ok," Ashley asked Santa, "So what do we…" only to trail off when she saw he and his elves were gone, again.

"Where did he go?" Bellows frowned.

"It's a sign you're waking up," the Professor told them, "That part of the dream is over. We're on our own now."

"Well, then, what do we do?" the male crewmember asked.

"That pain in your head. Make it worse. Head towards it."

"So when we wake up, what do we expect?" Ashley looked at the aliens.

"Only a few moments will have passed at the most," the Professor warned, "The attack is still in progress."

"I'm scared," Shona murmured.

"Congratulations," the Doctor deadpanned, "That means you're not an idiot."

"It's not like the last time," Clara glanced at the Professor.

"Last time wasn't real," she reminded Clara.

"Good luck," Ashley looked around at the small circle, "Stay calm. And God bless us, every one."

They all took a breath and closed their eyes, focusing on the ice cream pain, focusing on what was real…

~8~

The Professor sat up with a gasp, her blaster already out and in her hand within moments, turning and blasting the Dream Crab as it fell from her face, doing the same to the ones that had latched onto the Doctor and Clara and the crew of the base. The Doctor helped Clara to her feet, reaching out to pull his wife up as well, ushering them all back towards the doors of the corridor. The Dream Crabs were, however, still latched onto the four other figures they had been on before, though the severed connection seemed to echo through them, causing them to clutch their heads and sides, writing.

"Go!" the Professor shoved the humans on, having more of a tolerance for waking up as they had, the humans coughing and gasping as they stumbled, "Go, go!"

"Run!" the Doctor agreed, when one of the still infected grabbed Clara's arm, "Clara!"

The Professor turned and fired her blaster, grazing the person's arm, causing them to let go of Clara and stumble back, the natural reaction of the body to the injury giving Clara enough time to be pulled further back, the three of them running for the doors with the crew, trying to shut the doors behind them but one of the others managed to stick their arm through it. Bellows hit it with the butt of her gun, making it pull back enough to shut the door.

"Everyone alright?" the Doctor asked as he quickly soniced the door locked. The humans nodded, "Good. Bye," he reached out and took the Professor's hand, leading her down the corridor towards the nearest door to the outside.

"Doctor!" Clara called as she hurried after them, "Professor!"

"No need for chatting," the Doctor told her as they went, "You'll only get attached. This isn't Facebook."

"There's something I need to check in the TARDIS," the Professor told her, rubbing at her temple…

The ice cream pain was still there, they were STILL in their rubbish dream. But things could be used, manipulated. If she could get to the TARDIS, trick her brain into thinking the box was actually running scans, maybe she could trick her mind into giving her the answer about the source of the Crabs so that they could end this officially.

"Er, what about the Dream Crabs?" Clara asked as they made it outside into the falling snow, heading for the TARDIS.

"Oh, they're fine," the Doctor waved it off.

"And the people that they're eating?"

"Beyond help."

"Doctor, the others are still in danger!"

"Only if they're stupid," he dug through his pockets for the keys, "There are polar bears on this ice cap. Am I supposed to do something about that, too?"

"We know Dream Crabs are still on Earth…"

"There are lots of dangerous things on this funny little planet of yours, Clara, most of which you eat. I'm the Doctor, not your mam."

"She IS right though," the Professor remarked, "We're not done here."

"We are," he turned to her, "We can get in the TARDIS right now, drop Clara off at home, and go Christmas shopping before the wee ones are awake and…"

"And that's just it," the Professor pointed out, "Christmas shopping."

"Yes. Christmas Shopping."

"For Christmas."

"Yes."

"A holiday that features Santa."

"Ok."

She sighed, he still wasn't getting it, "A Santa that isn't real, that we met on Clara's roof before this even started."

He blinked at her for that, when something hit him, "Four."

Now it was the Professor's turn to blink, "Four?"

"Four patients! Four manuals."

The Professor's eyes widened, "Oh my god," she turned and quickly ran back towards the door to the base, silently cursing herself for not having seen that, noticed that…and wondering how in the world the  _Doctor_  had!

"Do you know what I hate about the obvious?" the Doctor called to Clara as the girl ran after them, completely lost about whatever revelation the two had had.

"What?" Clara asked.

"Missing it," the Doctor told her.

"I hate it more," the Professor remarked as they ran down the halls towards the control room, "Because I never do. And it's REALLY irritating when it does happen."

"As you were!" the Doctor shouted as they skid into the room to see the crew monitoring the footage of the infirmary, the figures lying on the beds again, "No saluting. Are you the same people as before?"

"Yes."

"Oh, sorry, I deleted you."

"Well, that's not a very nice attitude, is it?" Shona huffed.

"Four manuals, yes?" the Doctor turned and quickly picked them up again, noticing how they were in the same spot they'd been in before the dream had 'ended.'

"Yes, why?" Ashley shook her head.

"One each?" the Professor gave them a look.

"One each, yes," the male crewmember nodded, "What's the problem?"

"Well, the problem is, you can't see the problem," the Doctor turned and held up the manuals, "For instance, you, gobby one," he tossed one to Shona.

"I have a name, actually," the girl grumbled.

"Doesn't matter. I don't need it. I…"

"When we first met you in the infirmary, what were you doing?" the Professor cut in, turning to Shona as well, she had realized something was wrong, she had NOTICED it before, but then when they found out it was just a dream, she'd thought it was just that, that odd little niggle. But if they said…

"It's a long story."

That.

If they said that, just what they'd been saying to everything related to why they were there, it was another test if it was a dream…and it was.

"Uptight boss one," the Doctor turned to Ashley, "What is the primary mission of this polar base?"

"It's a long story," Ashley repeated what Shona had.

"Smart one," he moved to Bellows as well, "What brings you to the North Pole at your age?"

"It's a…"

"Long story?" the Professor answered at the same time as Bellows, making them realize they'd all been saying it.

"Ok," Clara frowned, "Why are they all giving the same answer, because that is a tiny bit freaky."

"If you think that's freaky, try this," the Doctor turned to Clara, "We were in the TARDIS. Why did  _we_  come here?"

"It's a long story," Clara said automatically, before her eyes widened, scared, "Why did I…"

"Dreams," the Professor began.

"They're funny," the Doctor nodded.

"They're disjointed."

"They're silly."

"They're full of gaps and yet you don't notice, because the dream protects itself."

"Stops you asking the right questions."

"For example," the Professor turned to them, "Why do you have four manuals, one each, when you have a crew of eight?"

"Or did you forget about your friends in the infirmary here?" the Doctor eyed theme expectantly as well.

But the crew just stared at them, "Do you…" Ashley began.

"Yes, we do this a lot," they answered at the same time, they WOULD do it a lot after over 1000 years together, "Answer the question."

"But we woke up…" the male crewmember frowned.

"Dreams within dreams," the Professor shook her head, "We warned you."

"This," the Doctor nodded, pointing at the ground, at where they were right at that moment.

"This isn't a dream," Bellows shook her head, "I know it isn't."

"No one knows they're not dreaming. Not one of us. Not ever. Not for one single moment of our lives."

"Sometimes we hope we are," the Professor added, "Sometimes we WANT this to be the dream, to be the nightmare, so that when we wake up it's not real. But it's hard to tell."

"Clara?" the Doctor looked at her, "Page number. Make it a good one."

Clara smiled, looking at the Time Lords, "12."

The Crew opened their manuals and, in the same order as before, read the first word.

"Very."

"Very."

"Very!" Bellows smiled, thinking that this wasn't a dream, not if they all had the same word and…

"Dead," Shona finished, crushing their hopes.

"And who's going to be the first to admit it?" the Professor looked at the crew.

"Admit what?" Ashley shook her head.

"That the pain is still there."

"Actually, I think it's getting worse," Shona winced slightly, reaching up to touch her temple.

"Yes, there is an alien organism in your brain, eating it," the Doctor deadpanned, "Of course it's getting worse."

"Um, question," Clara began, something over their shoulders having caught her attention, the monitor showing the infirmary, "What are they doing?" she pointed, making them look over to see that the figures on the beds had sat up once more.

"Factually, getting up," the Doctor answered, "Significantly, sensing the endgame."

"How?"

"I don't understand," Ashley tossed down her manual, they were still alive, so long as they were alive they could fight, there was no endgame.

"Think about it, 4 manuals, but 8 crew, meant to be one for each of you," the Professor repeated, "Use your eyes, notice everything. Look at  _them_ ," she gestured at the monitor, "Do you see who they are? They're  _you_. Those things, are YOU."

The crew stepped closer to the monitors, eyeing the figures, now able to see similar body types, posture, hands and even the way they wore their uniforms…one even saying 'Rona Bellows' on the nametag, making her gasp.

"How can they be us?" Shona breathed, seeing her own nametag of 'Shona McCullough' staring back at her.

"Because we're dreaming, all of us. This base isn't real. None of us are actually standing in the room."

"We're probably asleep in the TARDIS," the Doctor mused, "The children asleep, the two of us on the armchair, drifting off…"

The Professor froze at that, "When Santa popped in," she looked at the Doctor, "I am begging you to lie to me and tell me there is NO chance at all that there are Dream Crabs loose on the TARDIS, the TARDIS where our children are sleeping!"

The Doctor blinked at that, as though just realizing what it meant that Santa had appeared IN the TARDIS, had made it into it, the same Santa that was popping up in the rest of the dreams. It had to mean that they'd been taken in the TARDIS…

And their twins were in the TARDIS.

He swallowed hard, "Absolutely no chance," he told her, reaching out to take her hand, "The TARDIS would lock down the console room, would keep them from getting anywhere but there. The children are fine, they're safe. WE just have to wake up and we'll be able to stop the Crabs."

"If…if you're in the TARDIS, where am I?" Clara asked, worried for her cousins, but also concerned she might have been abducted or something.

"Probably in bed at your home," the Professor took a deep breath, moving a hand through her hair, the dreams were meant to be harder to wake up the nearer you actually got to truly waking. The layers upon layer of dream was easier to crack the more deeply you were in it, the Dream Crab didn't fight as hard to hold on when there were still other levels to go through.

"God knows where the rest of you are," the Doctor added, "Probably scattered all over the world. But wherever you are, the Dream Crabs have got us."

"We're all being networked into the same nightmare," the Professor murmured.

"What are they doing?" Bellows frowned, seeing the figures starting to head towards the cameras as though they knew they were being watched.

"It's your subconscious again. Those things represent the part of your mind that's already surrendered to the attack. These are dream images of what's coming to kill you."

"That's me?" the male crewmember leaned in more to observe the one that might be him, "That's actually me?"

"No," the Professor huffed, starting to get impatient, starting to get frustrated with this, time was of the essence, they needed to focus and hurry to wake up and they kept asking questions, "It's a metaphorical construct representing a psychic attack within a shared dreamscape. Do please keep up!"

The Doctor reached out and took her hand, understanding she was very agitated and wanted to get back to their children, he did too, but to do that they'd have to be calm. Oh, who knew that day would come where HE would be the one telling someone else to take a breath and calm down.

"But it's me!" he slowly reached out to touch the screen.

"Don't get too close!" the Doctor warned, but he was too late, the figure had put its hand to the monitor as well…and grabbed the man through it, pulling him into the monitor with a scream.

"Don't touch him!" the Professor leapt forward and pulled Clara back as she lunged to try and help the man, "It's a nightmare Clara, they can get through…"

"Oi!" the Doctor snapped at Bellows and Ashley as they too started to reach for the monitors as the other-thems did the same, "Get back! They're coming through. Out!" he turned and ushered them out of the control room, "Outside, now! Run, run, run, run! Run! Clara, run. Run, all of you, run. Run!"

The Professor grabbed the Doctor's arm as she passed him, pulling him on as the figures used the monitors to transport themselves into the room, knowing there was nothing they could do to stop them save try to get far enough away to come up with a plan to wake up. The two of them ran down the corridor, following the others as they got out into the snow outside, slamming the doors behind them and locking them with the sonic.

"We'll freeze to death out here!" Bellows cried as the snow began to fall heavier.

"But it…it's just a dream," Ashley shook her head.

"This dream just killed your friend," the Doctor told her grimly, "Start taking it seriously."

"Where's Albert?" Shona looked around for the male crewmember, "Where's the professor?"

"He probably just woke up somewhere in the real world, dead," the Professor replied, blunt, "If we don't wake up now, we'll do the same."

"But how?" Clara shook her head.

"I don't know," the Professor muttered, she knew how SHE could wake up, but there was no way to ensure that the others could do the same.

The Doctor nearly jumped as bangs sounded behind them at the door, fist marks appearing from the figures trying to get out, "The TARDIS!" he shouted, pointing at it and starting to run towards it, 'Come on! Come on!"

"Doctor, it's not the real TARDIS," Clara argued.

"Well, let's hope that the Professor and I dreamed it really well, then…" he stopped short, moving back a few steps when the doors opened and figures of himself, Clara, and the Professor stepped out with Dream Crabs attached to their faces.

"It's us," Clara breathed.

"We're dreaming too," the Professor reminded her grimly.

The Doctor took her hand, squeezing it tightly, feeling his own fear rise that the Dream Crabs might have gotten their children. All they could hope was the fact that the twins weren't there meant they weren't part of the dream, that they were safe.

"Oh, my God!" Shona gasped, spinning around to see the others had gotten out of the base, but it wasn't just their dream selves, there should only be 4 of them…instead there were dozens!

"How is that possible?" Bellows spun around, "How can there be so many?!"

"The logic of a nightmare," the Professor frowned.

"So tell us how to wake up!" Shona snapped at them, "Because you're always talking like you two are so clever, going on and on. So tell us what to do!"

"We have to leave this place."

"Leave it?"

"How?" Bellows scoffed, they were quite surrounded.

The Doctor, however, started to smile, "Use your imagination."

"Excuse me?"

"Dream yourselves home!"

"Doesn't work like that," the Professor shook her head, "WE might," she agreed with a glance to him, "But human minds aren't that powerful."

"Then how do we do it!?" Bellows cried.

"Come on," the Doctor rolled his eyes at the woman, "It's Christmas, the North Pole. Who you gonna call?"

The group looked up suddenly, hearing jingling bells above them to see a sleigh with a handful of reindeer flying out of the sky and land before them, "Whoa!" Santa grinned at them, before gesturing them closer, "Get in the sleigh!" he ordered and they ran for it, the Doctor and Professor squeezing in beside Santa, Clara behind them with the others, "Fortunately, I know all your home addresses," the man chuckled, "Yah!" he urged Rudolph and two other of the reindeer up into the sky, away from the base, away from the Dream Crabs.

"So what happens now?" Clara called above the sound of the wind rushing about them, "This is us just waking up, right?"

"Could be," the Professor agreed, "It makes for a good transition to the waking world, should help relieve the pain you might feel upon waking if it's a slower thing than to jolt about."

"Well, I hope it's us waking up," the Doctor squeezed her hand.

"What else could it be?" Clara frowned, though it seemed like she might already know the answer.

"Just focus on this. Do you believe in Santa Claus?"

Clara smiled at them, "I've always believed in Santa Claus. But he looks a little different to me, him and his wife," she leaned forward, her chin resting on their shoulders as she threw her arms around the two of them, "Look!" she cheered a moment later, pointing down at the Thames.

"Hey," Santa looked over at the Doctor, "You want to take the reins, Doctor?"

"You're a dream construct, currently representing either my recovering or expiring mind," the Doctor stated.

"Yes, but do you want a go?" Santa held up the reins.

The Doctor grinned, "Yeah. Alright!" and took the reins from them as they passed Saint Paul's…and got dangerously close to the rooftops of the nearby houses, "Sorry, sorry, sorry!" he quickly pulled them up with some instruction from Santa, "Look at me," he laughed, "Look. Look at me!" he grinned widely as they passed Parliament, Big Ben ringing out midnight, before they went higher and higher, into the clouds, "Look at me! I'm riding a sleigh. I'm riding a sleigh. Yippee kai-yay!" he almost stood up in the sleigh in his excitement till the Professor pulled him down, "Oh," he gave a sheepish grin, and handed the reins back to Santa, "Maybe you could…"

"Well, at least you didn't kill us piloting a sleigh, husband," the Professor teased.

He rolled his eyes, "As though you could do better," he fired back, "I doubt a sleigh pulled by magical reindeer was one of the 2,700 forms of transport you were trained in."

She just shrugged at that, "I DO know how to operate a sleigh," she remarked, "And there were quite a few flying beasts that needed to be reined in…I could make do."

The Doctor just shook his head but smiled, reaching out to put his arm around her as Santa flew them on.

"I work in a shop," Shona suddenly said, making them all look back at her.

"I'm sorry?" Ashley blinked.

"I thought I was a scientist. That's rubbish."

"Finally, something that makes sense," Bellows joked.

"You're horrible, you."

"Perfume…" Ashley murmured.

"What?"

"I'm an account manager for perfume," she realized, looking to the Time Lords for confirmation, "Does this mean we're waking up?"

The Professor nodded, "With luck, we'll all wake up in our proper times and places."

"Proper times?" Clara gave her a look.

"We could all be from different time zones," the Doctor explained, "Time travel is always possible, in dreams."

"We might not know each other?" Shona frowned at that, "Not any of us?"

"No, possibly not," Ashley realized.

"Well, you know what we should do? We should swap numbers. We should have a reunion!"

"Bellows!" Ashley suddenly gasped, staring in horror at where Bellows had been sitting only to see the woman was gone.

"It's alright," the Professor reassured, "It means she's truly woken up," she explained, "Otherwise she would have just turned into one of those things from the base."

"Oh, good," Ashley breathed a sigh of relief.

"Er, now I'm pretty sure I can remember my number," Shona scrunched her face in concentration, "So, if you memorize it, then you text me, we can go for a curry and…"

"The chances of you remembering any of this are very slim," the Professor shook her head lightly.

"Well, don't say that. We'll remember, won't we, Ashley?" but Ashley was silent, "Ashley?" she turned and sighed, seeing that Ashley too had vanished, "Am I next? Is it me now?" she looked back at them.

"Shona, you're going home," Clara reached out to her, "You're surviving."

"Do you want to hang out sometime? We can just hang out."

"Sure," Clara smiled.

"Santa, can I stay a bit longer?" Shona turned to the man…only to disappear before their very eyes, just…gone.

"It's a pity we have to wake up, really," Clara sighed, turning in her seat to face the Time Lords again, "It's not really something we do every day, is it?"

"No, no," Santa laughed, "Strictly once a year."

"We stay, we die, Clara," the Doctor told her seriously.

"You're always such a downer, Doctor," Clara rolled her eyes.

He opened his mouth to counter when he felt his hand go empty, the Professor disappearing and, just a single moment later…

~8~

The Doctor and Professor gasped as they shot up from where they'd been lying on the edge of a volcano caldera, the Dream Crabs screeching and falling off their faces. The Professor was quickly to fire at them, only to wince and rub her temple, "Still there?" she looked at the Doctor.

He grew grim and serious, nodding as he took her hand, "Clara!"

They ran into the TARDIS, to the console, glancing at the doors to see that they were sealed, only allowing entrance to the console room, another indication beyond just the still-there ice cream pain, that this was still a dream. But they weren't with Clara, and it meant that she might wake up and think it real life and not fight the Dream Crab.

They had to get to her!

They frantically moved around the controls, pulling levers and pressing buttons till the TARDIS landed with a thump, the two of them running out of the box, a specimen jar appearing in the Doctor's arms as they ran into the house before them, racing up the stairs till they reached Clara's dark bedroom, the girl herself lying on bed with the Dream Crab still on her face.

"Oh, Clara," the Professor breathed.

"Ok," the Doctor pulled his sonic out, "I tracked the psychic signal here. I'm pretty sure that I know how to do this now. One of the advantages of actually being awake…" he glanced at Clara, "So, you just hold still. I've just got to zap the neural centers…" he moved closer, flicking the sonic around the Crab as the Professor stood ready to grab it, quickly lifting it off her at his nod as he grabbed the specimen jar for her to put it in.

"The Dream Crabs must have got to us first," the Professor mused as Clara slowly began to sit up, coughing and turning for her bedside lamp, "Then found you in our memories. The others were collateral damage."

"Well," the Doctor smiled at Clara, "Good to see you properly at last. How long has it been?"

"Oh, you know," Clara turned her lamp on and moved to face them, her face wrinkled and aged, her hair completely gray, voice tired and soft, "About sixty two years."

"Oh Clara," the Professor breathed, though the Doctor didn't seem to notice any change at all in Clara.

"I have missed you two very much," Clara just smiled at them, "My daft old grandparents," she pushed herself up and hugged them, "Though I suppose I look more like your grandparent than you do mine."

"I don't understand?" the Doctor pulled away from the hug, "You look the same as always."

"Do I?" Clara smiled fondly at that.

"We've missed you, Clara," the Professor hugged her once more, glancing at the Doctor over her shoulder as he nodded.

"Can you really see no difference in me?" Clara looked between them as she pulled away from that hug.

"Clara Oswald, you will never look any different to me," the Doctor stated as the Professor took his sonic and moved over to a small desk in her room, placing the specimen container down and starting to flick it on different settings. If they could get the Crab to release Clara in the dream, maybe they could find some sort of way to create a feedback of sorts, disrupt the connection, allow them to wake up once more. It was truly cruel the way their subconscious was forcing them to see Clara like this, where this very well might be her LAST Christmas and to know they'd missed so much of it.

"So, how was it then?" the Doctor continued, distracting Clara.

"How was what?" she blinked.

"The 60 years that we missed."

"62," the Professor corrected.

"Oh, how was my life, you mean?" Clara chuckled at that.

"Is there a Mr. Clara?"

"No," Clara sighed, "But there were plenty of proposals."

"They all turned you down though?"

"I turned them down," Clara lifted her chin at that, "I traveled. I taught in every country in Europe. I learned to fly a plane."

"Regrets?"

"Oh, hundreds. I just wish there were time for a few more."

"Yeah," the Doctor swallowed, looking over at the Professor, to see Clara like that, it had to mean that the Dream Crab that had actually gotten her was draining her life and doing so quickly, she was nearing her end literally if they didn't hurry and stop the Crab, "No one ever matched up to Danny, eh?"

"Didn't trust them to," Clara sighed, "I knew you liked him in the end," she glanced between them, "There wasn't another man I thought would live up to him, to the both of you, or to me, since."

"We should have come sooner," the Professor mumbled, nearly getting it, the Crab twitching under the sonic, "Come every Christmas."

"Because every Christmas is last Christmas," Clara smiled at that.

"We should have come back earlier," the Doctor told her, stepping back from her, "We could have prevented this if you were with us."

"You can't prevent aging, Doctor," she laughed, "Not even you two combined."

"No," the Professor shook her head, "Not prevent that…prevent this," she pointed the sonic at the Crab and it let out a horrible screech…

~8~

Once more, the Time Lords woke in the volcano caldera, in much the same manner as before, the Professor being quickly to blast the Crabs that fell off the two of them before they looked at each other.

"It's gone?" the Professor asked the Doctor, her own ice cream pain finally having vanished.

He nodded, taking her hand and helping her up, hurrying them into the TARDIS wish a shout of, "Clara!"

And, much like before, they raced around the console, the hallways and doors of the room now returned, the Doctor trying to put in coordinates for Clara while the Professor brought up their children on the monitor, seeing them sleeping peacefully in their cots, not a care in the world nor an idea of the roller coaster their parents had just been on in the last few minutes. They raced out of the TARDIS the moment it was down, hurrying up to Clara's room of her house, seeing a younger her lying on her bed, with the Crab on her face and quickly got to work getting it off her, the Doctor tossing it away as the Professor blasted it apart, Clara waking with a gasping cough.

"Doctor!" Clara smiled, "Professor," before her hands flew to her face, "Am I young?"

The Professor laughed, "6 months older than when we last saw the real you," she told her, "But young, relatively speaking."

"Oh thank god," Clara breathed, sagging in relief.

"I wasn't lying, Clara," the Doctor began.

"Bout what?" Clara glanced at him.

"We should have come earlier," he told her.

"We shouldn't have left in the first place," the Professor agreed.

"The TARDIS is outside…"

"So…" Clara started to smile, hope filling her eyes.

"So, all of time and all of space is sitting out there," he shrugged, "A big blue box. Please, don't even argue."

Clara paused to 'consider' it a moment, before beaming at them, hopping up on her bed to pull them both into a tight hug, kissing their cheeks, "Merry Christmas," she looked between them, feeling…happy…for the first time in the last 6 months.

"Merry Christmas, Clara," they smiled at her as well.

"Well what are we waiting for!?" Clara cried, jumping off the bed and grabbing a pair of boots, hurrying out the room the moment they were on her feet, leaving the Time Lords to laugh and follow her as she pulled on a jacket.

They made their way out of her home, walking across her lawn and towards the TARDIS, pausing to unlock the door as Clara observed them and their smiles, "Well, look at you, all happy. That's rare."

"Do you know what's rarer?" the Doctor asked and Clara shook her head.

"Second chances," the Professor answered, "And this is one. For all of us."

"We don't get them often," the Doctor mused, "So what happened this time? Don't even know who to thank."

"I don't either," the Professor smiled, pushing the door open to let Clara in, "But whoever they are that decides who gets second chances, I thank them, very much," she looked at him softly, knowing they were both thinking about the second chances they HAD gotten in their lives. Saving Gallifrey, finding each other, having children, being able to make amends…

"Merry Christmas, husband," she leaned in to give him a gentle kiss.

"Merry Christmas, wife," he responded, placing a kiss to her forehead before they turned to head into the box, the TARDIS disappearing moments later.

The Doctor, the Professor, and their family, in the TARDIS, just as it should be.

It was a second chance, and they were not going to waste it.

To be continued…in…Redemption!

* * *

**Notes for the Chapter:**

> I can't believe it's over! :'( I hope you like the title for the next story. I figure, with this episode ending with the talk of second chances, that the next series might be a good way for the Doctor and Professor and Clara to redeem themselves with each other, to give each other a second chance ;) I was tempted, SO tempted to put Jenny and Aeon in this chapter, but going through it, I sort of wanted to hold Jenny off for a start of something than an end ;) I also debated doing the Christmas Cracker with Clara but that moment broke my heart so much I just couldn't do it, but we got another nice moment for them :) I wanted to put the twins in here too, but since it picked up right from the end of DiH (for the Time Lords at least), the twins had just been put to sleep and I couldn't see the Doctor or Professor waking them, and with the dream world/crabs, I couldn't get myself to write those things attaching themselves to a baby :(
> 
> I just want to say thank you all, to everyone that read/favorited/followed/anything the story :) I love you all so much and it really means a lot to me to know that you've enjoyed Proffy and her story so far :')
> 
> The next installment for Series 9 will probably be a very long time off though :( I've fallen so behind on my other Time Lady series (Evy, Angel, Mac, the Judge, Sadie) that I'm going to be catching them all up to Series 8 first and then post Proffy with series 9, it may take a while :(
> 
> But never fear! I still have a re-imagining of the Dream Lord with a Dream Lady to post and then I'll be moving onto our next Time Lady, Evy Daniels and the Lunar Cycle :) I will not be posting the Professor's AU series (exploring what it would be like if 9 found her and took her as a companion instead of Rose) on this site. I want to focus on the main stories for now. Maybe once I've posted everything here I'll add them ;)


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